Common use of Acceleration on Change of Control, Death or Disability; Forfeiture Clause in Contracts

Acceleration on Change of Control, Death or Disability; Forfeiture. (a) In the event of a Change of Control of the Company, all unvested Restricted Share Units shall automatically become vested on the date when the Change of Control is deemed to have occurred. (b) In the event of Employee’s termination of employment on account of death, Disability, Retirement, or, to the extent provided in an Employment Agreement between the Company and Employee (an “Employment Agreement”), termination by the Company without “Cause” or termination by Employee for “Good Reason” (as such terms are defined in the Employment Agreement), all unvested Restricted Share Units shall automatically become fully vested on the date of Employee’s termination of employment for such reason. (c) If Employee’s employment with the Company terminates for any reason other than death, Disability or Retirement, or, to the extent provided in an Employment Agreement, termination by the Company without “Cause” or termination by Employee for “Good Reason” (as such terms are defined in the Employment Agreement), all unvested Restricted Share Units shall be forfeited by Employee as of the date of termination.