Vesting Clause Example with 9 Variations from Business Contracts

This page contains Vesting clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Vesting Date.... (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. View More

Variations of a "Vesting" Clause from Business Contracts

Vesting. (a) Subject (a)Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 1/5 of the total number of Restricted Stock Units shall vest on each of the first three five anniversaries of February 25, 2020 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) 23, 2023 (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company o...n the applicable Vesting Date. (b) In (b)In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), (c), or Section 6(c)), (d)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) or by the Participant for Good Reason (as defined in the Employment Agreement) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the purposes of this Agreement, Change in Control will have the meaning set forth in the Participant's Employment Agreement with the Company dated as of September 21, 2007, as amended from time to time (the "Employment Agreement"), provided, however that subclauses (iv) and (v) of such definition shall not apply for purposes of this Agreement. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. employment.2.Restrictions on Transferability. No Restricted Stock Units may be transferred, pledged, assigned, hypothecated or otherwise disposed of in any way by the Participant, except by will or by the laws of descent and distribution. In the event that the Participant becomes legally incapacitated, the Participant's rights with respect to the Restricted Stock Units shall be exercisable by the Participant's legal guardian or legal representative. The Restricted Stock Units shall not be subject to execution, attachment or similar process. Any attempted assignment, transfer, pledge, hypothecation or other disposition of the Restricted Stock Units contrary to the provisions hereof, and the levy of any execution, attachment or similar process upon an Restricted Stock Units, shall be null and void and without effect. All shares of Common Stock underlying the Restricted Stock Units shall be subject to the transfer restrictions and rights of the Company set forth in the Company's Articles of Incorporation. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 March 4, 2019 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicabl...e Vesting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control. For the purposes of this Agreement, Change in Control or at will have the meaning set forth in the Participant's Employment Agreement with the Company dated as of September 21, 2007, as amended from time to time (the "Employment Agreement"), provided, however that subclauses (iv) and (v) of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does definition shall not apply to a termination for purposes of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. this Agreement. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 27, 2018 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Ves...ting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control. For the purposes of this Agreement, Change in Control or at will have the meaning set forth in the Participant's Employment Agreement with the Company dated as of September 21, 2007, as amended from time to time (the "Employment Agreement"), provided, however that subclauses (iv) and (v) of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does definition shall not apply to a termination for purposes of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. this Agreement. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 March 4, 2019 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicabl...e Vesting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on if the date six Participant's Service with the Company is terminated by the Company without cause (as defined in the Plan) within 12 months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; 6(c)); provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. Control. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 March 4, 2019 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicabl...e Vesting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. Control. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 27, 2018 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Ves...ting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on if the date six Participant's Service with the Company is terminated by the Company without cause (as defined in the Plan) within 12 months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; 6(c)); provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. Control. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 27, 2018 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Ves...ting Date. (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. Control. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Vesting Date.... (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on if the date six Participant's Service with the Company is terminated by the Company without cause (as defined in the Plan) within 12 months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; 6(c)); provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. Control. View More
Vesting. (a) Subject to Section 4(b) and Section 6 hereof and the further provisions of this Agreement, 1/3 of the total number of Restricted Stock Units shall vest on each of the first three anniversaries of February 25, 2020 (rounding down to the nearest whole Restricted Stock Unit on each of the first two anniversaries and rounding up on the third anniversary) (each such date, a "Vesting Date"), in each case subject to the Participant's continued service with the Company on the applicable Vesting Date.... (b) In the event of the occurrence of a Change in Control, the Restricted Stock Units shall become vested in full on the date six months after the date of such Change in Control (to the extent not previously vested in accordance with Section 4(a), Section 6(b), or Section 6(c)), subject to the Participant's continued service with the Company on the vesting date; provided, however, that if (i) this award is not assumed, continued or substituted for an equivalent award by the acquirer in such Change in Control or (ii) the Participant's employment is terminated by the Company without cause (as defined in the Plan) or by the Participant for Good Reason (as defined in the Employment Agreement) at a time when the Company is a party to a definitive business combination transaction agreement, the consummation of which would result in a Change in Control, then the Restricted Stock Units shall become vested in full upon the consummation of the Change in Control or at the time of such termination, as applicable. For the purposes of this Agreement, Change in Control will have the meaning set forth in the Participant's Employment Agreement with the Company dated as of September 21, 2007, as amended from time to time (the "Employment Agreement"), provided, however that subclauses (iv) and (v) of such definition shall not apply for purposes of this Agreement. For the avoidance of doubt, if the preceding sentence does not apply to a termination of employment, then the provisions of Section 6 shall apply to the Participant's termination of employment. View More