Annual Vesting. Subject to Section 5(c) of this Agreement, the Option shall vest and become exercisable, subject to continued employment (except in the event of Retirement (as defined below)), in four equal annual installments with twenty-five percent (25%) of the Option vesting on each of the first four anniversaries of the Grant Date (each, a “Vesting Date”). If the Participant’s employment with the Corporation terminates for any reason prior to a Vesting Date, the unvested portion of the Option shall immediately be forfeited for no consideration.
Annual Vesting. <# of shares> of the Restricted Stock will vest in equal annual installments over a period of three years as follows: <# of shares> shares will vest on <one year from the date of grant> <# of shares> shares will vest on <two years from the date of grant> <# of shares> shares will vest on <three years from the date of grant> Quarterly Vesting: <# of shares> of the Restricted Stock will vest in <# of quarterly installments> quarterly installments, in the amounts and on the dates that follow: <# of shares> shares will vest on <first quarterly vesting date> [Insert remainder of vesting schedule] <# of shares> shares will vest on <final quarterly vesting date — 5 years from phantom unit grant date> The Participant, by signing below, acknowledges and agrees that the Restricted Stock is granted under and governed by the terms, and subject to the conditions, of this Agreement, including the Terms and Conditions of Restricted Stock Award attached hereto as Exhibit A, and the Plan. Participant Vantiv, Inc. By: Name Title: Date:
Annual Vesting. Subject to Sections 2.2, 2.3 and 2.4 below, the Award shall vest as follows:
(i) one-fourth of the Class C Units covered by the Award shall vest on the Effective Date.
(ii) one-fourth of the Class C Units covered by the Award shall vest as of December 31, 2008 if the Company’s EBITDA for the fiscal year ending December 31, 2008 equals or exceeds the EBITDA Target for such year, as set forth in Appendix A.
(iii) one-fourth of the Class C Units covered by the Award shall vest as of December 31, 2009 if the Company’s EBITDA for the fiscal year ending December 31, 2009 equals or exceeds the EBITDA Target for such year, as set forth in Appendix A.
(iv) one-fourth of the Class C Units covered by the Award shall vest as of December 31, 2010 if the Company’s EBITDA for the fiscal year ending December 31, 2010 equals or exceeds the EBITDA Target for such year, as set forth in Appendix A.
Annual Vesting. The Performance-Based Units shall be eligible to vest in [four (4)] substantially equal annual installments with respect to each of the Company’s [______], [______], [______] and [______] fiscal years (each, a “Fiscal Year”) based on the achievement of an [EBITDA target (the “EBITDA Target”)] established for each such Fiscal Year as set forth in the table below. In the event that the [EBITDA Target] for a particular Fiscal Year is achieved or exceeded, the installment of the Performance-Based Units eligible to vest for such Fiscal Year will become vested as of the day the Committee determines such [EBITDA Target] has been achieved.
Annual Vesting. (A) The maximum number of the Restricted Units set forth above for a fiscal year ending during the Restricted Period shall be fully vested if the consolidated operating income growth of the Company for each such fiscal year is 15% or greater compared to the consolidated operating income of the immediately preceding year. The effective date of the vesting of such Restricted Units for any fiscal year (the "Vesting Date") shall be the date the Company's consolidated operating income growth for such fiscal year is determined as provided in subparagraph (iv) below.
(B) If the consolidated operating income growth of the Company is between 10% and 15% compared to the consolidated operating income of the immediately preceding year for any fiscal year during the Restricted Period, the following percentage of the maximum number of the Restricted Units for such fiscal year shall become vested on the Vesting Date for such fiscal year: ----------------------------------------------------------- ------------------------------------------------------ Consolidated Operating Income Growth Percentage Entitlement of Maximum Possible Award ----------------------------------------------------------- ------------------------------------------------------ 10.0 - 10.99% 20% ----------------------------------------------------------- ------------------------------------------------------
Annual Vesting. From and after the lapse of the Forfeiture Restrictions with respect to any Share of Restricted Stock, such Share shall be “Vested”. Subject to Sections 2(c) and (d) of this Agreement, the Shares of Restricted Stock shall become Vested in annual installments of [•], [•], and [•] Shares, respectively, on each of the first, second and third anniversaries of the Grant Date.
Annual Vesting. The RSUs granted hereunder shall vest in two equal installments on the first two successive anniversaries of the Date of Grant.
Annual Vesting. The PSUs granted hereunder shall vest in seven substantially equal installments on the last day of each of seven successive Fiscal Years with the first such vesting to be made on the last day of Fiscal 2004. Associated Dividend Units shall vest annually as provided in Section 4(ii).
Annual Vesting. The Executive shall vest in an additional .3125% of the Appreciation on January 1st of each year that he is employed by the Company until his total Equity Interest in the Appreciation is equal to 2.5%. Notwithstanding any other provisions herein to the contrary, the Company’s obligation to issue and the Executive’s right to receive the Equity Interest is subject to the following:
(i) Notwithstanding any other provisions herein to the contrary, the Executive acknowledges and agrees that: (i) the Executive has not received and the Company has not provided any assurance or representation of any kind relating to the Equity Interest; (ii) the Executive does not have any expectation of any minimum level of a direct or indirect equity interest in the Company or a subordinated participation interest in the Company; (iii) neither the Company nor any director, officer, shareholder, partner, member, employee, trustee, representative or agent of the Company shall have any liability or responsibility to the Executive for any act or omission performed or failed to be performed by it, or for any losses, claims, costs, damages, or liabilities arising from any such act or omission relating to the acquisition, management, operation, or disposition of the Company’s assets; (iv) the Company shall have full power, authority, discretion and control with respect to its assets; and (v) any rights of the Executive to the Equity Interest, if any, are personal to the Executive and, notwithstanding any other provisions herein to the contrary, may not be assigned by the Executive except to the extent permitted by the documents that evidence such interest. The foregoing provisions are of material importance to the Company. The Executive acknowledges and agrees that the Company has agreed to the grant of the Equity Interest (subject to the provisions herein), if any, in reliance of the Executive’s agreement to the foregoing provisions.
(ii) Notwithstanding any other provisions herein to the contrary, if this Agreement is terminated by the Company for Cause, then the Equity Interest shall be forfeited.
(iii) Notwithstanding any other provision herein to the contrary, if the Executive terminates this Agreement for any reason, other than for Good Reason, then the Equity Interest shall be forfeited.
(iv) Notwithstanding any other provisions herein to the contrary, payment of the Equity Interest shall be subject to and conditioned upon the Executive’s compliance with all applicable laws, rul...
Annual Vesting. The RSUs granted hereunder shall vest in ______ installments on the ___ day of _____ of each of _______ successive Fiscal Years, with the first such vesting to be made on the ___ day of _____ of Fiscal ______. Associated Dividend Units shall vest annually as provided in Section 4(b).
