Vesting Contract Clauses (4,221)

Grouped Into 292 Collections of Similar Clauses From Business Contracts

This page contains Vesting clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Vesting. 3.1 Except as otherwise provided in this Agreement, provided that the Grantee has not incurred a Termination of Service as of the applicable vesting date[, and further provided that any additional conditions and performance goals set forth in Schedule I (attached hereto) have been satisfied]1, the Restricted Stock Units will vest and no longer be subject to any restrictions in accordance with the following schedule: Vesting Date Number of Restricted Stock Units That Vest [VESTING DATE] [NUMBER O...R PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] [VESTING DATE] [NUMBER OR PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] [VESTING DATE] [NUMBER OR PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] 1 NTD: Add if performance goals are applicable. Once vested, the Restricted Stock Units become "Vested Units." 3.2 If the Grantee incurs a Termination of Service as the result of death or Disability, the Grantee will become vested in the number of Restricted Stock Units (rounded up to the nearest whole unit) that would have become vested as of the anniversary of the Grant Date next following such Grantee's death or Disability. 3.3 Subject to Section 3.2, the Grantee's unvested Restricted Stock Units shall be automatically forfeited upon such Termination of Service and neither the Company nor any affiliate shall have any further obligations to the Grantee under this Agreement. 3.4 The terms of the Plan will govern the Restricted Stock Units in the event of a Change in Control. View More
Vesting. 3.1 Except as otherwise provided in this Agreement, provided that the Grantee has not incurred a Termination of Service as of the applicable vesting date[, and further provided that any additional conditions and performance goals set forth in Schedule I (attached hereto) have been satisfied]1, the Restricted Stock Units will vest and no longer be subject to any restrictions in accordance with the following schedule: Vesting Date Number of Restricted Stock Units That Vest [VESTING DATE] [NUMBER O...R PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] [VESTING DATE] [NUMBER OR PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] [VESTING DATE] [NUMBER OR PERCENTAGE OF UNITS THAT VEST ON THE VESTING DATE] 1 NTD: Add if performance goals are applicable. Once vested, the Restricted Stock Units become "Vested Units." 3.2 If the Grantee incurs a Termination of Service as the result of death or Disability, the Grantee will become vested in the number of Restricted Stock Units (rounded up to the nearest whole unit) that would have become vested as of the anniversary of the Grant Date next following such Grantee's death or Disability. 3.3 If a Change in Control occurs, and the acquiring corporation either assumes this award of Restricted Stock Units, or substitutes new awards with respect to stock of the acquiring corporation, the Restricted Stock Units will not vest upon the Change in Control; provided, however, in the event that within twenty-four (24) months following a Change in Control, the Company terminates the Grantee's employment without Cause, or the Grantee terminates employment with Good Reason, then, the Grantee will become fully vested with respect to all of the Restricted Stock Units granted pursuant to this Agreement that have not previously been vested. In the event a Change in Control occurs and the acquiring corporation does not assume this award of Restricted Stock Units or provide substitute awards, the Grantee will become fully vested with respect to all of the Restricted Stock Units granted pursuant to this Agreement that have not previously been vested. 3.4 Subject to Section 3.2, Sections 3.2 and 3.3, the Grantee's unvested Restricted Stock Units shall be automatically forfeited upon such Termination of Service and neither the Company nor any affiliate shall have any further obligations to the Grantee under this Agreement. 3.4 The terms of the Plan will govern the Restricted Stock Units in the event of a Change in Control. View More
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Vesting. 2.1 Method of Exercise. 2.3 Responsibility for Exercise.
Vesting. 2.1 Method of Exercise. 2.3 Responsibility for Exercise. 2.4 No Fractional Shares.
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Vesting. The Units shall vest and shares of Stock will be issued to you according to the vesting schedule set forth in this Agreement. Except as otherwise provided in Sections 4, 5, 6, 7 and 8 below, the Units will vest, subject to the conditions described in Section 7 below, in approximately equal annual installments on each of the five (5) consecutive anniversaries of the Grant Date, beginning on the first anniversary of the Grant Date. Shares of Stock for Units that vest in accordance with this Sectio...n 2 will be delivered to you within fifteen (15) days after the applicable vesting date but in no event later than the last day of the calendar year that includes the applicable vesting date. No shares of Stock shall otherwise be issued to you prior to the date on which the Units vest. Notwithstanding anything in the Agreement to the contrary, the Company may, in its sole discretion, settle the Units in the form of a cash payment to the extent that settlement in shares of Stock is prohibited under local law or would require the Company and/or any of its Affiliates to obtain the approval of or complete any legal or regulatory filing with any governmental and/or regulatory body in your country of residence (or country of employment, if different). Alternatively, the Company may, in its sole discretion, settle the Units in the form of shares of Stock but require you to sell such Stock immediately or within a specified time following your termination of employment (in which case, this Agreement shall give the Company the authority to issue sales instructions on your behalf). View More
Vesting. The Units shall vest and shares of Stock will be issued to you according to the vesting schedule set forth in this Agreement. Except as otherwise provided in Sections 4, 5, 6, 7 and 8 below, the Units will vest, subject to the conditions described in Section 7 below, in approximately equal annual installments on each of the five (5) consecutive anniversaries of the Grant Date, beginning on the first anniversary of the Grant Date. Shares of Stock for Units that vest in accordance with this Sectio...n 2 will be delivered to you within fifteen (15) days after the applicable vesting date but in no event later than the last day of the calendar year that includes the applicable vesting date. No shares of Stock shall otherwise be issued to you prior to the date on which the Units vest. Notwithstanding anything in the Agreement to the contrary, the Company may, in its sole discretion, settle the Units in the form of a cash payment to the extent that settlement in shares of Stock is prohibited under local law or would require the Company and/or any of its Affiliates to obtain the approval of or complete any legal or regulatory filing with any governmental and/or regulatory body in your country of residence (or country of employment, if different). Alternatively, the Company may, in its sole discretion, settle the Units in the form of shares of Stock but require you to immediately sell such Stock immediately or within a specified time following your termination of employment (in which case, this Agreement shall give the Company the authority to issue sales instructions on your behalf). View More
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Vesting. a. RSU Vesting. Subject to Section 3 below, the RSUs subject to the Award will vest on [_________], which is the last day of the Company's [____] fiscal year (the "Vesting Date"), provided that you are employed with the Company through the Vesting Date. b. PRSU Vesting. The PRSUs subject to the Award will vest on the Vesting Date based on the successful completion of all of the following: i. Subject to Section 3 below, you are employed with the Company through the Vesting Date; ii. The percentag...e of the PRSUs that will vest, if any, is determined based on the Company's performance against the performance measure set forth below over the three-year period ending on the Vesting Date, as validated by the Company's external auditors. The applicable performance measure for the Award and the percentage of PRSUs that vest for the specified levels of performance are as follows: 1 Cumulative fully diluted EPS for the three-year period ending Percentage of PRSUs on the Vesting Date that vest $[____] 150% $[____] 125% $[____] 100% $[____] 75% $[____] 50% No PRSUs will vest for Company performance below 50%, and therefore all PRSUs subject to the Award will be forfeited. Performance above 50% and up to 150% will be determined using straight line interpolation and the vesting percentages set forth above for the earnings per share ("EPS") results immediately preceding and immediately following the actual EPS results shown above. View More
Vesting. a. RSU Vesting. Subject to Section 3 below, the RSUs Time Amount subject to the Award will vest on [_________], [__________], which is the last day of the Company's [____] fiscal year (the "Vesting Date"), provided that you are employed with the Company through the Vesting Date. Date; b. PRSU Vesting. The PRSUs Performance Amount subject to the Award will vest on the Vesting Date based on the successful completion of all of the following: i. Subject to Section 3 below, you are employed with the ...Company through the Vesting Date; ii. The percentage of the PRSUs Performance Amount that will vest, if any, is determined based on the Company's performance against the performance measure set forth below over the three-year period ending on the Vesting Date, as validated by the Company's external auditors. The applicable performance measure for the Award and the percentage of PRSUs Performance Amount that vest vests for the specified levels of performance are as follows: 1 Cumulative fully diluted EPS Percentage of the for the three-year period ending Percentage of PRSUs Performance Amount on the Vesting Date that vest $[____] vests $[___] 150% $[____] $[___] 125% $[____] $[___] 100% $[____] $[___] 75% $[____] $[___] 50% No PRSUs portion of the Performance Amount will vest for Company performance below 50%, and therefore all PRSUs of the Performance Amount subject to the Award will be forfeited. Performance above 50% and up to 150% will be determined using straight line interpolation and the vesting percentages set forth above for the earnings per share ("EPS") results immediately preceding and immediately following the actual EPS results shown above. View More
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Vesting. [Subject to the satisfaction of the obligations of Tax-Related Items as set forth in Section 7 hereof,] the Participant shall vest in the Restricted Stock Award granted hereunder, and all Restrictions thereon shall lapse, upon the [fifth to ninth] anniversary of the date of grant hereunder if the Participant is still employed by the Company on that date. Except as provided in Paragraph 4(b) and (c) below, prior to such [fifth to ninth] anniversary, no portion of the Restricted Stock Award shall ...be vested. View More
Vesting. [Subject to the satisfaction of the obligations of Tax-Related Items as set forth in Section 7 hereof,] the Participant shall vest in the Restricted Stock Award granted hereunder, and all Restrictions thereon shall lapse, upon the [fifth to ninth] [fifth][third] anniversary of the date of grant hereunder if the Participant is still employed by the Company on that date. Except as provided in Paragraph 4(b) and (c) below, prior to such [fifth to ninth] [fifth][third] anniversary, no portion of the... Restricted Stock Award shall be vested. View More
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Vesting. (a) The Participant will become vested in the Restricted Stock Units covered by this Award as follows: (i) 3/4 of the Restricted Stock Units will vest as of the Date of Grant and (ii) an additional 1/12 of the Restricted Stock Units will vest on each of October 31, 2017 and on the last day of the next two months thereafter (each, a "Vesting Date"), subject to the Participant's continuing service on each applicable Vesting Date. (b) Upon the cessation of Participants' service on the Board for any... reason prior to a Vesting Date, any unvested Restricted Stock Units shall be forfeited immediately without consideration and Participant shall have no right or entitlement with respect thereto; provided, however, that the Committee may, in its sole and absolute discretion, elect to accelerate the vesting of some or all of the unvested shares of Restricted Stock Units. (c) Notwithstanding Section 2(a) above, the Restricted Stock Units will become fully vested upon the occurrence of a Change in Control (as defined below). (d) The Company shall establish and maintain a Restricted Stock Unit bookkeeping account for the Participant, and such account shall be credited with the number of Restricted Stock Units granted to the Participant. View More
Vesting. (a) The Participant will become vested in the Restricted Stock Units covered by this Award as follows: (i) 3/4 11/12 of the Restricted Stock Units will vest as of the Date of Grant and (ii) an additional the remaining 1/12 of the Restricted Stock Units will vest on each of October December 31, 2017 and on the last day of the next two months thereafter (each, a "Vesting Date"), subject to the Participant's continuing service on each applicable Vesting Date. (b) Upon the cessation of Participants'... service on the Board for any reason prior to a Vesting Date, any unvested Restricted Stock Units shall be forfeited immediately without consideration and Participant shall have no right or entitlement with respect thereto; provided, however, that the Committee may, in its sole and absolute discretion, elect to accelerate the vesting of some or all of the unvested shares of Restricted Stock Units. (c) Notwithstanding Section 2(a) above, the Restricted Stock Units will become fully vested upon the occurrence of a Change in Control (as defined below). (d) The Company shall establish and maintain a Restricted Stock Unit bookkeeping account for the Participant, and such account shall be credited with the number of Restricted Stock Units granted to the Participant. View More
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Vesting. 3.1General. 3.2Termination of Employment. 3.3Change in Control. 3.4Certification.
Vesting. 3.1General. 3.2Termination 3.1 General. 3.2 Termination of Employment. 3.3Change 3.3 Change in Control. 3.4Certification.
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Vesting. The Deferred Stock shall be 100% vested at all times.
Vesting. The Deferred Stock Units shall be 100% vested at all times.
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Vesting. All of the Units are nonvested and forfeitable as of the Grant Date. So long as the Participant's employment is continuous from the Grant Date through the applicable date upon which vesting is scheduled to occur, the Units will become vested and nonforfeitable in accordance with the vesting schedule set forth in this Section 3 subject to the accelerated vesting provisions in Section 7 of this Agreement. (a) Satisfaction of Performance-Based Conditions. Subject to the timing conditions described ...in Section 6 of this Agreement, except as otherwise provided in Section 9 of this Agreement and Appendix B, and the satisfaction of the performance conditions set forth on Appendix A to this Agreement during the time period from January 1, 2018 through December 31, 2019 (the "Performance Period"), the Company will issue Shares hereunder to the Participant subject to the further vesting provisions provided in 1 subsection (b) of this Section 3. (b) Satisfaction of Time-Based Vesting Conditions. The Company's Compensation Committee of the Board of Directors (the "Committee") will determine by February 15, 2020 the number of shares of Shares, if any, (the "Eligible Shares") that may be issued based on the satisfaction of the performance conditions in Appendix A. Subject to the timing conditions described in Section 6 of this Agreement, except as otherwise provided in Section 9 of this Agreement and Appendix B, Units will be the settled by the Company via the issuance of Shares, on the following dates provided that the Participant's employment is continuous through each applicable vesting date (each a "Vesting Date"): i. 33.33% of the Eligible Shares shall vest on February 15, 2020; ii. 33.33% of the Eligible Shares shall vest on February 15, 2021; and iii. 33.34% of the Eligible Shares shall vest on February 15, 2022 4. Timing of Settlement. The Units will be settled by the Company, via the issuance of Shares as described herein, on the date that the Units become vested and nonforfeitable. However, if a scheduled issuance date falls on a Saturday, Sunday or federal holiday, such issuance date shall instead fall on the next following day that the principal executive offices of the Company are open for business. Notwithstanding the foregoing, in the event that: (i) the Participant is subject to the Company's policy permitting officers and directors to sell shares only during certain "window" periods, in effect from time to time or the Participant is otherwise prohibited from selling the Shares in the public market and any Shares covered by the Units are scheduled to be issued on a day (the "Original Distribution Date") that does not occur during an open "window period" applicable to the Participant, as determined by the Company in accordance with such policy, or does not occur on a date when the Participant is otherwise permitted to sell Shares in the open market; and (ii) the Company elects not to satisfy its tax withholding obligations by withholding Shares from the Participant's distribution, then such Shares shall not be issued and delivered on such Original Distribution Date and shall instead be issued and delivered on the first business day of the next occurring open "window period" applicable to the Participant pursuant to such policy (regardless of whether the Participant is still providing continuous services at such time) or the next business day when the Participant is not prohibited from selling Shares in the open market, but in no event later than the fifteenth day of the third calendar month of the calendar year following the calendar year in which the Original Distribution Date occurs. In all cases, the issuance and delivery of the Shares under this Agreement is intended to comply with Treasury Regulation 1.409A-1(b)(4) and shall be construed and administered in such a manner. View More
Vesting. All of the Units are nonvested and forfeitable as of the Grant Date. So long as the Participant's employment is continuous from the Grant Date through each of the applicable date upon which vesting is scheduled dates below as to occur, the particular number of Units identified (the "Vesting Dates"), the number of Units corresponding to such Vesting Date will become vested and nonforfeitable in accordance with as of the vesting schedule set forth in this Section 3 Vesting Date, subject to the acc...elerated vesting provisions in Section 7 of this Agreement. (a) Satisfaction of Performance-Based Conditions. Subject to the timing conditions described in Section 6 of this Agreement, except as otherwise provided in Section 9 of this Agreement and Appendix B, and the satisfaction of the performance conditions set forth on Appendix A to this Agreement during the time period from January 1, 2018 through December 31, 2019 (the "Performance Period"), the Company will issue Shares hereunder to the Participant subject to the further vesting provisions provided in 1 subsection (b) of this Section 3. (b) Satisfaction of Time-Based Vesting Conditions. The Company's Compensation Committee of the Board of Directors (the "Committee") will determine by February 15, 2020 the number of shares of Shares, if any, (the "Eligible Shares") that may be issued based on the satisfaction of the performance conditions in Appendix A. Subject to the timing conditions described in Section 6 of this Agreement, except as otherwise provided in Section 9 of this Agreement and Appendix B, A, Units will be the settled by the Company via the issuance of Shares, Shares on the Vesting Date. On or after each of the following dates provided that the Participant's employment is continuous through each applicable vesting Percentage of Units vested per corresponding date (each a "Vesting Date"): i. 33.33% of the Eligible Shares shall vest on February 15, 2020; ii. 33.33% of the Eligible Shares shall vest on February 15, 2021; and iii. 33.34% of the Eligible Shares shall vest on February 15, 2022 [.] two years after grant 50.0% [.] three years after grant 25% [.] four years after grant 25% 4. Timing of Settlement. The Units will be settled by the Company, via the issuance of Shares as described herein, on the date that the Units become vested and nonforfeitable. However, if a scheduled issuance date falls on a Saturday, Sunday or federal holiday, such issuance date shall instead fall on the next following day that the principal executive offices of the Company are open for business. Notwithstanding the foregoing, in the event that: (i) the Participant is subject to the Company's policy permitting officers and directors to sell shares only during certain "window" 1 periods, in effect from time to time or the Participant is otherwise prohibited from selling the Shares in the public market and any Shares covered by the Units are scheduled to be issued on a day (the "Original Distribution Date") that does not occur during an open "window period" applicable to the Participant, as determined by the Company in accordance with such policy, or does not occur on a date when the Participant is otherwise permitted to sell Shares in the open market; and (ii) the Company elects not to satisfy its tax withholding obligations by withholding Shares from the Participant's distribution, then such Shares shall not be issued and delivered on such Original Distribution Date and shall instead be issued and delivered on the first business day of the next occurring open "window period" applicable to the Participant pursuant to such policy (regardless of whether the Participant is still providing continuous services at such time) or the next business day when the Participant is not prohibited from selling Shares in the open market, but in no event later than the fifteenth day of the third calendar month of the calendar year following the calendar year in which the Original Distribution Date occurs. In all cases, the issuance and delivery of the Shares under this Agreement is intended to comply with Treasury Regulation 1.409A-1(b)(4) and shall be construed and administered in such a manner. View More
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Vesting. As used in this Agreement, the term "vest" or "vesting" shall mean the immediate, non-forfeitable, fixed right of present or future enjoyment of the Common Stock pursuant to the Stock Award. Twenty percent (20%) of the Stock Award shall be vested immediately on issuance. The balance of the Stock Award, subject to the terms, conditions and limitations contained herein (including but not limited to the provisions of Paragraph 4 below), shall vest in accordance with the following installments: twen...ty-five percent (25%) of the balance on the first anniversary of the Agreement Date hereof, and an additional twenty-five percent (25%) of the balance on each of the succeeding three (3) anniversaries of the Date hereof (the "Vesting Period"); provided that, with respect to each such installment, the Employee has remained in continuous employment with the CBL Management Company from the Agreement Date through the date such installment is designated to vest. Notwithstanding any provision herein to the contrary, on a "Change of Control", the portion of the Stock Award that is non-vested on the date of such event shall immediately, on the date of such event, thereupon vest in the Employee. View More
Vesting. As used in this Agreement, the term "vest" or "vesting" shall mean the immediate, non-forfeitable, fixed right of present or future enjoyment of the Common Stock pursuant to the Stock Award. Twenty percent (20%) of the Stock Award shall be vested immediately on issuance. The balance of the Stock Award, subject to the terms, conditions and limitations contained herein (including but not limited to the provisions of Paragraph 4 below), shall vest in accordance with the following installments: twen...ty-five twenty percent (25%) of the balance (20%) on the first anniversary of the Agreement Date hereof, and an additional twenty-five twenty percent (25%) of the balance (20%) on each of the succeeding three (3) four (4) anniversaries of the Agreement Date hereof (the "Vesting Period"); provided that, with respect to each such installment, the Employee has remained in continuous employment with the CBL Management Company from the Agreement Date through the date such installment is designated to vest. Notwithstanding any provision herein to the contrary, on a "Change of Control", the portion of the Stock Award that is non-vested on the date of such event shall immediately, on the date of such event, thereupon vest in the Employee. View More
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