Vesting Clause Example with 4 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 the terms and conditions of this Agreement, the mPRSUs shall vest and become payable in Shares on the Performance Vesting Date set forth in the attached Exhibit. The number of mPRSUs that vest shall be determined by the Company's performance under the Vesting Formula during the Performance Period, as set forth in the attached Exhibit. Except as otherwise provided herein, the Participant's right to receive Shares subject to the mPRSUs is contingent upon the Participant continuing t...o provide Service (as defined in Section 3 below) to the Company (or any Related Entity) through the Performance Vesting Date. (b) Notwithstanding the provisions above, in the event of a Change in Control of the Company prior to the end of the Performance Period in Section 2(a), a portion of the mPRSUs shall convert into a cash award (the "Cash Award"). The number of mPRSUs that convert into a Cash Award shall be the sum of the "performance pro rata" number of Shares and the "target pro rata" number of Shares. This sum shall be multiplied by the closing price of the Company's common stock as of the closing date of the Change in Control to determine the dollar amount of the Cash Award. The Cash Award will vest on the Performance Vesting Date, contingent upon the Participant continuing to provide Service (as defined in Section 3 below) to the Company (or any Affiliate) through the Performance Vesting Date. Any remaining portion of the mPRSUs that are not converted into a Cash Award shall be cancelled. (i) Performance Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) shall be multiplied by the total number of days from the Grant Date 1 2011 Stock Incentive Plan Market-Based Performance Restricted Stock Unit Award Agreement for U.S. Participants until the closing date of the Change in Control divided by the number of days in the Performance Period ("Elapsed Target Shares"). The Company's performance under the Vesting Formula (as set forth in the attached Exhibit) from the first day of the Performance Period until the closing date of the Change in Control shall be applied to the Elapsed Target Shares to determine the "performance pro rata" number of Shares. (ii) Target Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) shall be multiplied by the total number of days from the day following the closing date of the Change in Control until the last day of the Performance Period divided by the number of days in the Performance Period to determine the "target pro rata" number of Shares. View More

Variations of a "Vesting" Clause from Business Contracts

Vesting. (a) Subject to the terms and conditions of this Agreement, the mPRSUs shall vest and become payable in Shares on the Performance Vesting Date set forth in the attached Exhibit. Exhibit A. The number of mPRSUs that vest shall be determined by the Company's performance under the Vesting Formula during the Performance Period, as set forth in the attached Exhibit. Exhibit A. Except as otherwise provided herein, the Participant's right to receive Shares subject to the mPRSUs is contingent upon the Pa...rticipant continuing to provide Service (as defined in Section 3 below) to the Company (or any Related Entity) through the Performance Vesting Date. (b) Notwithstanding the provisions above, in the event of a Corporate Transaction or a Change in Control of the Company Control1 (defined hereinafter as "Triggering Event") prior to the end of the Performance Period Vesting Date in Section 2(a), a portion of the mPRSUs shall convert into a cash award (the "Cash Award"). The number of mPRSUs that convert into a Cash Award shall be the sum of the "performance pro rata" number of Shares and the "target pro rata" number of Shares. This sum shall be multiplied by the closing price of the Company's common stock as of the closing date of the Change in Control Triggering Event to determine the dollar amount of the Cash Award. The Cash Award will vest on the Performance Vesting Date, contingent upon the Participant continuing to provide Service (as defined in Section 3 below) to the Company (or any Affiliate) Related _____________________________1 As may be defined by any applicable Employment or Change in Control Agreement.12015 Stock Incentive Plan Market-Based Performance Restricted Stock Unit Award Agreement for U.S. ParticipantsEntity) through the Performance Vesting Date. Any remaining portion of the mPRSUs that are not converted into a Cash Award shall be cancelled. (i) Performance Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the Grant Date 1 2011 Stock Incentive Plan Market-Based first day of the Performance Restricted Stock Unit Award Agreement for U.S. Participants Period until the earlier of the closing date of the Change in Control Triggering Event or the last day of the Performance Period divided by the number of days in the Performance Period ("Elapsed Target Shares"). The Company's performance under the Vesting Formula (as set forth in the attached Exhibit) Exhibit A) from the first day of the Performance Period until the closing date of the Change in Control Triggering Event shall be applied to the Elapsed Target Shares to determine the "performance pro rata" number of Shares. (ii) Target Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the day following the closing date of the Change in Control Triggering Event until the last day of the Performance Period (but not less than zero) divided by the number of days in the Performance Period to determine the "target pro rata" number of Shares. View More
Vesting. (a) Subject to the terms and conditions of this Agreement, the mPRSUs shall vest and become payable in Shares on the Performance Vesting Date set forth in the attached Exhibit. Exhibit A. The number of mPRSUs that vest shall be determined by the Company's performance under the Vesting Formula during the Performance Period, as set forth in the attached Exhibit. Exhibit A. Except as otherwise provided herein, the Participant's right to receive Shares subject to the mPRSUs is contingent upon the Pa...rticipant continuing to provide Service (as defined in Section 3 below) to the Company (or any Related Entity) through the Performance Vesting Date. (b) Notwithstanding the provisions above, in the event of a Corporate Transaction or a Change in Control of the Company Control1 (defined hereinafter as "Triggering Event") prior to the end of the Performance Period Vesting Date in Section 2(a), a portion of the mPRSUs shall convert into a cash award (the "Cash Award"). The number of mPRSUs that convert into a Cash Award shall be the sum of the "performance pro rata" number of Shares and the "target pro rata" number of Shares. This sum shall be multiplied by the closing price of the Company's common stock as of the closing date of the Change in Control Triggering Event to determine the dollar amount of the Cash Award. The Cash Award will vest on the Performance Vesting Date, contingent upon the Participant continuing to provide Service (as defined in Section 3 below) to the Company (or any Affiliate) Related 1 As may be defined by the Company's Executive Change in Control Policy, if applicable to the Participant.Version 6Entity) through the Performance Vesting Date. Any remaining portion of the mPRSUs that are not converted into a Cash Award shall be cancelled. (i) Performance Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the Grant Date 1 2011 Stock Incentive Plan Market-Based first day of the Performance Restricted Stock Unit Award Agreement for U.S. Participants Period until the earlier of the closing date of the Change in Control Triggering Event or the last day of the Performance Period divided by the number of days in the Performance Period ("Elapsed Target Shares"). The Company's performance under the Vesting Formula (as set forth in the attached Exhibit) Exhibit A) from the first day of the Performance Period until the closing date of the Change in Control Triggering Event shall be applied to the Elapsed Target Shares to determine the "performance pro rata" number of Shares. (ii) Target Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the day following the closing date of the Change in Control Triggering Event until the last day of the Performance Period (but not less than zero) divided by the number of days in the Performance Period to determine the "target pro rata" number of Shares. View More
Vesting. (a) Subject to the terms and conditions of this Agreement, the mPRSUs shall vest and become payable in Shares on the Performance Vesting Date set forth in the attached Exhibit. Exhibit A. The number of mPRSUs that vest shall be determined by the Company's performance under the Vesting Formula during the Performance Period, as set forth in the attached Exhibit. Exhibit A. Except as otherwise provided herein, the Participant's right to receive Shares subject to the mPRSUs is contingent upon the Pa...rticipant continuing to provide Service (as defined in Section 3 below) to the Company (or any Related Entity) through the Performance Vesting Date. (b) Notwithstanding the provisions above, in the event of a Corporate Transaction or a Change in Control of the Company Control1 (defined hereinafter as "Triggering Event") prior to the end of the Performance Period Vesting Date in Section 2(a), a portion of the mPRSUs shall convert into a cash award (the "Cash Award"). The number of mPRSUs that convert into a Cash Award shall be the sum of the "performance pro rata" number of Shares and the "target pro rata" number of Shares. This sum shall be multiplied by the closing price of the Company's common stock as of the closing date of the Change in Control Triggering Event to determine the dollar amount of the Cash Award. The Cash Award will vest on the Performance Vesting Date, contingent upon the Participant continuing to provide Service (as defined in Section 3 below) to the Company (or any Affiliate) Related 1 As may be defined by the Company's Executive Change in Control Policy, if applicable to the Participant.Version 5Entity) through the Performance Vesting Date. Any remaining portion of the mPRSUs that are not converted into a Cash Award shall be cancelled. (i) Performance Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the Grant Date 1 2011 Stock Incentive Plan Market-Based first day of the Performance Restricted Stock Unit Award Agreement for U.S. Participants Period until the earlier of the closing date of the Change in Control Triggering Event or the last day of the Performance Period divided by the number of days in the Performance Period ("Elapsed Target Shares"). The Company's performance under the Vesting Formula (as set forth in the attached Exhibit) Exhibit A) from the first day of the Performance Period until the closing date of the Change in Control Triggering Event shall be applied to the Elapsed Target Shares to determine the "performance pro rata" number of Shares. (ii) Target Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the day following the closing date of the Change in Control Triggering Event until the last day of the Performance Period (but not less than zero) divided by the number of days in the Performance Period to determine the "target pro rata" number of Shares. View More
Vesting. (a) Subject to the terms and conditions of this Agreement, the mPRSUs shall vest and become payable in Shares on the Performance Vesting Date set forth in the attached Exhibit. Exhibit A. The number of mPRSUs that vest shall be determined by the Company's performance under the Vesting Formula during the Performance Period, as set forth in the attached Exhibit. Exhibit A. Except as otherwise provided herein, the Participant's right to receive Shares subject to the mPRSUs is contingent upon the Pa...rticipant continuing to provide Service (as defined in Section 3 below) to the Company (or any Related Entity) through the Performance Vesting Date. (b) Notwithstanding the provisions above, in the event of a Corporate Transaction or a Change in Control of the Company (defined hereinafter as "Triggering Event") prior to the end of the Performance Period Vesting Date in Section 2(a), a portion of the mPRSUs shall convert into a cash award (the "Cash Award"). The number of mPRSUs that convert into a Cash Award shall be the sum of the "performance pro rata" number of Shares and the "target pro rata" number of Shares. This sum shall be multiplied by the closing price of the Company's common stock as of the closing date of the Change in Control Triggering Event to determine the dollar amount of the Cash Award. The Cash Award will vest on the Performance Vesting Date, contingent upon the Participant continuing to provide Service (as defined in Section 3 below) to the Company (or any Affiliate) Related Entity) through the Performance Vesting Date. Any remaining portion of the mPRSUs that are not converted into a Cash Award shall be cancelled. (i) Performance Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the Grant Date 1 2011 Stock Incentive Plan Market-Based first day of the Performance Restricted Stock Unit Award Agreement for U.S. Participants Period until the earlier of the closing date of the Change in Control Triggering Event or the last day of the Performance Period divided by the number of days in the Performance Period ("Elapsed Target Shares"). The Company's performance under the Vesting Formula (as set forth in the attached Exhibit) Exhibit A) from the first day of the Performance Period until the closing date of the Change in Control Triggering Event shall be applied to the Elapsed Target Shares to determine the "performance pro rata" number of Shares. (ii) Target Pro Rata. The Target Number of mPRSUs (as set forth in the attached Exhibit) Exhibit A) shall be multiplied by the total number of days from the day following the closing date of the Change in Control Triggering Event until the last day of the Performance Period (but not less than zero) divided by the number of days in the Performance Period to determine the "target pro rata" number of Shares. View More