Vesting Clause Example with 29 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. The Restricted Shares shall be unvested on the Grant Date. The Restricted Shares shall vest in accordance with the following schedule: Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all of the Restricted Shares shall, to the extent it is then unvested, vest imme...diately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. View More

Variations of a "Vesting" Clause from Business Contracts

Vesting. Subject to the terms, conditions, and limitations set forth herein, the Restricted Stock Units shall vest and become earned and payable in the following amounts on the following dates (which shall constitute Vesting Dates) provided that the Grantee is on the Board of Directors of Atlanticus from the Date of Grant through the applicable date:_______________________________________________________________________________________________________________Provided that the Grantee is on the Board of D...irectors of Atlanticus at the time of a "Change in Control," any Restricted Stock Units that theretofore have not become vested, earned and payable shall immediately become vested, earned and payable upon a "Change in Control."Notwithstanding the foregoing, any Restricted Stock Units that theretofore have not become vested, earned and payable shall immediately become vested, earned and payable upon the death or Disability of Grantee while serving on the Board of Directors of Atlanticus.Upon issuance, the Grantee will be responsible for payment of all income and any other taxes in connection with the issuance of such shares of Common Stock.4. Transfer Subject to Compliance with Securities Laws. Notwithstanding the vesting of any Restricted Stock Units and delivery of shares of Common Stock thereunder, Grantee shall not be entitled to transfer any shares of Common Stock Grantee is issued except in compliance with applicable securities laws.5. No Right to Continued Service. The grant evidenced hereby does not confer upon the Grantee the right to continued service on the Board of Directors of Atlanticus, nor shall it interfere with the right of Atlanticus or any other authority to terminate Grantee's service on the Board of Directors of Atlanticus at any time.6. Adjustment of RSUs. The number of Restricted Shares Stock Units that may become vested, earned and payable hereunder shall be unvested on subject to adjustment from time to time by the Grant Date. The Restricted Shares shall vest Committee in accordance with the following schedule: Vesting Date Portion terms of the Plan in the event of certain changes in the Common Stock or certain corporate transactions affecting the number or value of the shares of Common Stock.7. Miscellaneous. (a) These Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can Stock Units may only be modified transferred or assigned in accordance with the terms of the Plan. (b) The terms of this Agreement shall be binding upon and shall inure to have performance based the benefit of any successors or assigns of Atlanticus and of the Grantee. (c) The Grantee shall not be entitled to vote or to receive dividends with respect to any shares of Common Stock subject to any Restricted Stock Units until vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all of the Restricted Shares shall, Stock Units and issuance of the certificate representing such shares of Common Stock. (d) This grant has been made pursuant to the extent it is then unvested, vest immediately prior Plan and shall be subject to, and governed by, the terms and provisions thereof. The Grantee hereby agrees to be bound by all the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority terms and provisions of the board Plan. In the event of directors any conflict between the terms of the Company; or (ii) a sale of all or substantially all Plan and this Agreement, the provisions of the assets Plan shall govern. (e) This grant is intended to be a Non-409A Award under the Plan. (f) This Agreement shall be governed by the laws of the Company. As used herein, "Group" means any group or syndicate State of Georgia. (g) Atlanticus covenants that would be considered a "person" it will at all times reserve and keep available, solely for purposes of Section 13(d) issue upon vesting of these Restricted Stock Units, a sufficient number of shares of Common Stock to permit issuance of the Securities Exchange Act shares of 1934, as amended. 25 4. Forfeiture. Upon Common Stock in full on vesting of the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. Stock Units. View More
Vesting. The Restricted Shares shall be unvested on One-third (33.3%) of the Grant Date. The Restricted Shares Award shall vest on each __________, beginning in accordance with the following schedule: Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all of the Restricted S...hares shall, to the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) _______, and ending on ______________ (each such date, a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. "Vesting Date"). View More
Vesting. The Restricted Shares Subject to the terms and conditions of this Award Agreement (including, without limitation, the terms of Section 8 below), the Award shall be unvested vest, and restrictions (other than those set forth in Section 8.1 of the Plan) shall lapse, in _________ installments on each of the Grant _________________________ anniversaries of the Award Date. The Restricted Shares shall vest in accordance with Board reserves the following schedule: Vesting Date Portion of Restricted Sha...res That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified right to have performance based accelerate the vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all of the Restricted Shares shall, to the extent it is then unvested, vest immediately prior to the closing for Stock in such circumstances as it, in its sole discretion, deems appropriate and any Change of Control. As used herein, "Change of Control" means (i) such acceleration shall be effective only when set forth in a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority written instrument executed by an officer of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. Corporation. View More
Vesting. The Restricted Shares Stock unit shall be unvested on the Grant Date. The Restricted Shares shall service vest in accordance with the following schedule: Number of Shares Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based _______ _______, 20__ _______ _______, 20__ _______ _______, 20__ 3. Forfeiture. Accelerated vesting criteria (e.g. revenue generate...d by the employee or other targets] In addition, all and/or forfeiture of the Restricted Shares shall, Stock Units shall be controlled by and as set forth in the Plan and Employment Agreement. Any portion of the Restricted Stock Units which do not vest on the Vesting Date in accordance with the terms hereof, or the Employment Agreement which shall be controlling, shall be immediately forfeited by the Executive, returned and released to the extent it is then unvested, vest immediately prior Company, and the Executive thereafter shall have no further rights with respect to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority that portion of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. Stock Units. View More
Vesting. The Except as otherwise provided herein, provided that you remain an employee of the Company through the applicable vesting date, the Restricted Shares shall be unvested on the Grant Date. The Restricted Shares shall Stock Units will vest in accordance with the following schedule: Vesting Date Portion schedule (the period during which the restrictions apply, the "Restricted Period"): Conditions as of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ _______...____ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all ____________, 20__ Units Vested as of __________, 20__ ____________ ____________ ______ ______ Once vested, the Restricted Shares shall, to Stock Units become "Vested Units" and shares of Company Stock representing the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group Vested Units will be issued in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship accordance with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. settlement procedures set forth in Section 6. View More
Vesting. The Restricted (i) Shares shall be unvested on the Grant Date. The Restricted Shares of Common Stock issued to you under this Agreement shall vest in accordance with according to the following schedule: Vesting Date Portion _________________________________________________________. (ii) In the event that you become entitled to a fractional Share, such fractional Share shall not vest unless and until the participant becomes entitled to such number of Restricted fractional Shares That Vests ______..._____ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue generated by the employee or other targets] In addition, all of the Restricted Shares shall, to the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted Shares shall automatically, without any further action on the part of any person, be forfeited by Employee. If such forfeiture occurs, Employee shall execute and deliver to the Company any and all further documents (including an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed equal in sum to include any employment or consulting relationship with the Company or its Subsidiaries. For purposes of this Agreement, a change from such an employment relationship to such a consulting relationship or vice versa shall not be treated as a termination of employment. whole Share. View More
Vesting. The Restricted Shares shall be unvested on Except as specifically provided in this Agreement and subject to certain restrictions and conditions set forth in the Grant Date. The Restricted Plan, the Awarded Shares shall vest in accordance with the following schedule: Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue gener...ated by the employee or other targets] In addition, all as follows: [TO BE UPDATED WITH SPECIFIC VESTING TERMS]: a. ____________________ of the Restricted Shares shall, to the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted total Awarded Shares shall automatically, without any further action vest on ____________________, provided the part of any person, be forfeited Participant is employed by Employee. If such forfeiture occurs, Employee shall execute and deliver to (or, if the Company any and all further documents (including Participant is a Contractor or an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with Outside Director, is providing services to) the Company or its Subsidiaries. For purposes a Subsidiary on that date. b. ____________________ of this Agreement, the total Awarded Shares shall vest on ____________________, provided the Participant is employed by (or, if the Participant is a change from such Contractor or an employment relationship Outside Director, is providing services to) the Company or a Subsidiary on that date. c. ____________________ of the total Awarded Shares shall vest on ____________________, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. d. ____________________ of the total Awarded Shares shall vest on ____________________, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. 1 Delete if no purchase price. [Notwithstanding the foregoing, in the event that (i) a Change in Control occurs or (ii) the Participant incurs a Termination of Service due to such a consulting relationship his death or vice versa Total and Permanent Disability, then all Awarded Shares not previously vested shall not be treated as a termination thereupon immediately become fully vested on the effective date of employment. the Change in Control or the Participant's qualifying Termination of Service.] View More
Vesting. The Restricted Shares shall be unvested on Except as specifically provided in this Agreement and subject to certain restrictions and conditions set forth in the Grant Date. The Restricted Plan, the Awarded Shares shall vest in accordance with the following schedule: Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue gener...ated by the employee or other targets] In addition, all as follows: a. ____________________ of the Restricted Shares shall, to the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted total Awarded Shares shall automatically, without any further action vest on _______________________, provided the part of any person, be forfeited Participant is employed by Employee. If such forfeiture occurs, Employee shall execute and deliver to (or, if the Company any and all further documents (including Participant is a Contractor or an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with Outside Director, is providing services to) the Company or its Subsidiaries. For purposes a Subsidiary on that date. b. ____________________ of this Agreement, the total Awarded Shares shall vest on _______________________, provided the Participant is employed by (or, if the Participant is a change from such Contractor or an employment relationship to such Outside Director, is providing services to) the Company or a consulting relationship Subsidiary on that date. c. ____________________ of the total Awarded Shares shall vest on _______________________, provided the Participant is employed by (or, if the Participant is a Contractor or vice versa an Outside Director, is providing services to) the Company or a Subsidiary on that date. d. ____________________ of the total Awarded Shares shall not be treated as vest on _______________________, provided the Participant is employed by (or, if the Participant is a termination of employment. Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. View More
Vesting. The Restricted Shares shall be unvested on Except as specifically provided in this Agreement and subject to certain restrictions and conditions set forth in the Grant Date. The Restricted Plan, the Awarded Shares shall vest in accordance with the following schedule: Vesting Date Portion of Restricted Shares That Vests ___________ ___________ ___________ ___________ ___________ ___________ ___________ ___________ [This can be modified to have performance based vesting criteria (e.g. revenue gener...ated by the employee or other targets] In addition, all as follows: a. ____________________ of the Restricted Shares shall, to the extent it is then unvested, vest immediately prior to the closing for any Change of Control. As used herein, "Change of Control" means (i) a bona fide transfer or series of related transfers of Shares to any person or Group in which, or as a result of which, such person or Group obtains the direct or indirect right to elect a majority of the board of directors of the Company; or (ii) a sale of all or substantially all of the assets of the Company. As used herein, "Group" means any group or syndicate that would be considered a "person" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. 25 4. Forfeiture. Upon the termination of Employee's employment for any reason and the payment by the Company to Employee of an amount equal to the Aggregate Purchase Price, any then unvested Shares of Restricted total Awarded Shares shall automatically, without any further action vest on _________________________, provided the part of any person, be forfeited Participant is employed by Employee. If such forfeiture occurs, Employee shall execute and deliver to (or if the Company any and all further documents (including Participant is a Contractor or an Assignment Separate From Certificate) as the Company reasonably requests to further document the forfeiture. As used in this Agreement, "employment", "employ" and like terms shall be construed to include any employment or consulting relationship with Outside Director, is providing services to) the Company or its Subsidiaries. For purposes a Subsidiary on that date. b. ____________________ of this Agreement, the total Awarded Shares shall vest on _________________________, provided the Participant is employed by (or if the Participant is a change from Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. c. ____________________ of the total Awarded Shares shall vest on _________________________, provided the Participant is employed by (or if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. d. ____________________ of the total Awarded Shares shall vest on _________________________, provided the Participant is employed by (or if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date. Notwithstanding the foregoing, upon a Change in Control, (i) fifty percent (50%) of the then unvested Awarded Shares immediately shall vest on the date of the Change in Control; and (ii) the remaining fifty percent (50%) of the unvested Awarded Shares shall vest on the earlier of (A) the original date such an employment relationship to such a consulting relationship Awarded Shares would have vested under Sections 3.a.-[d.] above, or vice versa shall not be treated as a termination (B) equally on the first and second anniversary of employment. the effective date of the Change in Control. View More