Acceleration of Vesting. Notwithstanding any provision of the Plan or this Agreement to the contrary, in the event of a Change in Control prior to the date that the Option is fully vested and exercisable, the Option shall become immediately vested and exercisable with respect to 100% of the Shares in each remaining vesting tranche. To the extent practicable, such acceleration of vesting and exercisability shall occur in a manner and at a time which allows the Participant the ability to participate in the Change in Control with respect to the Shares of Common Stock received.
Acceleration of Vesting. The provisions concerning vesting pursuant to clauses (i), (ii) and (iii) below will be cumulative, and are hereby deemed to be a part of all stock options, restricted stock and such other awards granted during the term of the Original Employment Agreement or this Agreement pursuant to the Company’s stock option and equity incentive award plans or agreements and any shares of stock issued upon exercise thereof, (each a “Stock Award”), and to supersede any less favorable provision in any agreement or plan regarding such Stock Award.
(i) If the Executive’s employment is terminated by the Company without Cause, by the Executive for Good Reason, or as a result of the Executive’s death or Disability (all as defined in Section 6 below), the Executive’s outstanding unvested Stock Awards that would have vested over the twelve (12) month period following the date of termination had the Executive remained continuously employed by the Company during such period, will be automatically vested and exercisable on the date of termination. For purposes of this Section 2.6(b), the definition of Cause, Good Reason and Disability in Section 6 of this Agreement supersedes any such definitions in the Plan.
(ii) On the effective date of a Change of Control (as defined in subsection (iv) below), fifty percent (50%) of the Executive’s outstanding unvested Stock Awards will be automatically vested and exercisable. The portion of any outstanding Stock Award that remains unvested after the application of the accelerated vesting under this Section and the applicable equity plan, and which has been continued, assumed, substituted for or replaced (and which therefore is still in effect after the Change of Control), will continue to vest on the same schedule, but the number of shares vesting on each installment will be reduced on a pro rata basis to take into account the accelerated vesting herein. If a Change of Control occurs and the Executive’s unvested Stock Awards are not converted, assumed, or replaced by a successor, such Stock Awards will become fully vested and exercisable and all forfeiture restrictions on such Stock Awards will lapse.
(iii) If this Agreement is terminated by the Company without Cause or by the Executive for Good Reason within six (6) months prior to or twenty-four (24) months following a Change of Control, all of the Executive’s outstanding unvested Stock Awards will be automatically vested and exercisable on the later of the date of termination or the Change ...
Acceleration of Vesting. The Committee may at any time or times in its discretion accelerate the vesting of some or all of your Restricted Shares by specifying a date, other than what is provided in this Agreement, on which the Period of Restriction ends and such Shares will no longer be subject to restrictions. Any such Shares that become vested under this paragraph 7 will not be forfeited under paragraph 8 of this Restricted Shares Award section.
Acceleration of Vesting. A Participant’s vested interest in his Account will automatically be 100% upon the occurrence of the following events: [select the ones that are applicable]:
(i) o Death
(ii) o Disability
(iii) o Change in Control
(iv) o Eligibility for Retirement
(v) o Other:
(vi) þ Not applicable.
Acceleration of Vesting. Notwithstanding the foregoing vesting schedule, all unvested Restricted Shares shall vest effective immediately prior to (i) a Reorganization Event involving the liquidation or dissolution of the Company (as defined in the Plan) or (ii) the death or Disability (as defined below) of the Recipient.
Acceleration of Vesting. The unvested portion of your Option Right may become vested before the time at which it would normally become vested by the passage of time — that is, the vesting may accelerate. Accelerated vesting can apply in the four circumstances described below.
Acceleration of Vesting. Notwithstanding Section 1.4(a), the Units held by Participant vest on the occurrence of any of the following events:
Acceleration of Vesting. All stock, stock options, restricted stock awards, long term incentive plan benefits and any other equity awards or benefits that are subject to vesting based upon the continued employment of the Executive shall automatically become vested, unrestricted and/or exercisable, as the case may be.
Acceleration of Vesting. In the event a Notice of Termination of an Involuntary Termination occurs during the CIC Period, and subject to the Executive signing, within 60 days following the Notice of Termination, a Release and the Release becoming effective and non-revocable within such 60-day period, all time based stock options and time based stock-based awards held by the Executive as of the date of the Notice of Termination, shall vest and become exercisable or nonforfeitable. Notwithstanding the foregoing, if, at the time of a Change in Control, the Company determines in its sole discretion, in reliance upon an opinion of counsel in form and substance satisfactory to the Company, that the acceleration in the prior sentence would not be permissible under applicable law, then in lieu of the acceleration in the prior sentence, all time based stock options and time based stock-based awards held by the Executive as of the date of such Change in Control, shall vest and become exercisable or nonforfeitable as of the date of such Change in Control.
Acceleration of Vesting. Effective at the time of termination of employment, all unvested stock options and stock previously issued to Executive as to which rights of ownership are subject to forfeiture shall immediately vest; all risk of forfeiture of the ownership of stock or stock options and restrictions on the exercise of options shall lapse; and, Executive shall be entitled to exercise any or all options, such that the underlying shares will be considered outstanding at the time of the termination of employment; and