Class B-1 Unit Vesting Sample Clauses

Class B-1 Unit Vesting. With regard to Class B-1 Units granted hereunder, the percentage of such Class B-1 Units that will be Vested Units on any given date shall be: • on or prior to 2008, 0%; • so long as a Termination Date has not occurred prior to , 2008, on or after , 2008 and on or prior to , 2009, 20%; • so long as a Termination Date has not occurred prior to , 2009, on or after , 2009 and on or prior to , 2010, 40%; • so long as a Termination Date has not occurred prior to , 2010, on or after , 2010 and on or prior to , 2011, 60%; • so long as a Termination Date has not occurred prior to , 2011, on or after , 2011 and on or prior to , 2012, 80%; and • so long as a Termination Date has not occurred prior to , 2012, 100%. Notwithstanding the foregoing, in the event of the termination of Executive’s service (x) by the Company or any of its Subsidiaries without Cause or (y) due to death, Disability or the Company’s or any of its Subsidiaries’ election not to extend Executive’s term of service, the Vested Units shall include that portion of the Class B-1 Units that would have become Vested Units within 12 months of such termination of service. Notwithstanding the foregoing, immediately prior to and following the occurrence of, a Change of Control that occurs prior to the Termination Date, 100% of the Class B-1 Units that are Unvested Units shall become Vested Units.
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Class B-1 Unit Vesting. With regard to Class B-1 Units granted hereunder, the percentage of such Class B-1 Units that will be Vested Units on any given date shall be: Notwithstanding the foregoing, with respect to any termination of employment of the Executive described in Section 4.2(a)(ii), the Vested Units shall include that portion of the Class B-1 Units that would have become Vested Units on the next vesting date multiplied by a fraction, the numerator of which is the number of days since the last vesting date that Executive was employed by the Company and the denominator of which is 365. Notwithstanding the foregoing, immediately prior to, and following, the occurrence of a Change of Control that occurs prior to the Termination Date, 100% of the Class B-1 Units that are Unvested Units shall become Vested Units.
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Class B-1 Unit Vesting. With regard to Class B-1 Units granted hereunder, the percentage of such Class B-1 Units that will be Vested Units on any given date shall be: • prior to the first anniversary of the Closing Date, 0%; • so long as a Termination Date has not occurred prior to the first anniversary of the Closing Date, on or after the first anniversary of the Closing Date and prior to the second anniversary of the Closing Date, 20%; • so long as a Termination Date has not occurred prior to the second anniversary of the Closing Date, on or after the second anniversary of the Closing Date and prior to the third anniversary of the Closing Date, 40%; • so long as a Termination Date has not occurred prior to the third anniversary of the Closing Date, on or after the third anniversary of the Closing Date and prior to the fourth anniversary of the Closing Date, 60%; • so long as a Termination Date has not occurred prior to the fourth anniversary of the Closing Date, on or after the fourth anniversary of the Closing Date and prior to the fifth anniversary of the Closing Date, 80%; and • so long as a Termination Date has not occurred prior to the fifth anniversary of the Closing Date, 100%. Notwithstanding the foregoing, with respect to any termination of employment of the Executive described in Section 4.2(a)(ii), the Vested Units shall include that portion of the Class B-1 Units that would have become Vested Units on the next vesting date multiplied by a fraction, the numerator of which is the number of days since the last vesting date that Executive was employed by the Company and the denominator of which is 365. Notwithstanding the foregoing, immediately prior to, and following, the occurrence of a Change of Control that occurs prior to the Termination Date, 100% of the Class B-1 Units that are Unvested Units shall become Vested Units.
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Related to Class B-1 Unit Vesting

  • Stock Vesting Unless otherwise approved by the Board of Directors, all stock options and other stock equivalents issued after the date of this Agreement to employees, directors, consultants and other service providers shall be subject to vesting as follows: (a) twenty-five percent (25%) of such stock shall vest at the end of the first year following the earlier of the date of issuance or such person’s services commencement date with the Company, and (b) seventy-five percent (75%) of such stock shall vest over the remaining three (3) years.

  • Equity Vesting All of the then-unvested shares subject to each of the Executive’s then-outstanding equity awards will immediately vest and, in the case of options and stock appreciation rights, will become exercisable (for avoidance of doubt, no more than 100% of the shares subject to the then-outstanding portion of an equity award may vest and become exercisable under this provision). In the case of equity awards with performance-based vesting, all performance goals and other vesting criteria will be deemed achieved at the greater of actual performance or 100% of target levels. Unless otherwise required under the next following two sentences or, with respect to awards subject to Section 409A of the Code, under Section 5(b) below, any restricted stock units, performance shares, performance units, and/or similar full value awards that vest under this paragraph will be settled on the 61st day following the CIC Qualified Termination. For the avoidance of doubt, if the Executive’s Qualified Termination occurs prior to a Change in Control, then any unvested portion of the Executive’s then-outstanding equity awards will remain outstanding for 3 months or the occurrence of a Change in Control (whichever is earlier) so that any additional benefits due on a CIC Qualified Termination can be provided if a Change in Control occurs within 3 months following the Qualified Termination (provided that in no event will the Executive’s stock options or similar equity awards remain outstanding beyond the equity award’s maximum term to expiration). In such case, if no Change in Control occurs within 3 months following a Qualified Termination, any unvested portion of the Executive’s equity awards automatically will be forfeited permanently on the 3-month anniversary of the Qualified Termination without having vested.

  • Time Vesting The restrictions shall lapse with respect to the Shares of Restricted Stock covered by this Award, in the installments set forth in the Award Agreement, provided that G▇▇▇▇▇▇’s service as a Director of the Company and its Subsidiaries continues through the specified dates.

  • Class B Units Class B Unitholders shall not be entitled to vote in any matters relating to the Company, unless otherwise reserved to the Members by the Act. In addition to the other rights and obligations of Class B Unitholders hereunder, Class B Units shall entitle the holder of such Class B Units to (i) Tax Distributions pursuant to Section 4.01(b), and (ii) a preferred return equal to the Class B Preferred Return Amount. The Class B Preferred Return Amount shall not be required to be paid annually but shall accrue and become payable at the earlier of (x) the fifth (5th) anniversary of the Effective Time, or (y) a liquidation of, or a taxable sale of substantially all of the assets of, the Company. Upon the occurrence of an event referenced in clause (y) above, each Class B Unitholder shall also be paid such Class B Unitholder’s Class B Preferred Return Base Amount, in addition to all of the outstanding, accrued and unpaid Class B Preferred Return Amount. On the seventh (7th) anniversary of the Effective Time, each Class B Unitholder may, at its option and in accordance with the notice and other procedural provisions set forth in Section 11.01(a) (the “7 Year Put Option”), sell all (but not less than all) of its Class B Units to the Company for an amount equal to such Class B Unitholder’s Class B Preferred Return Base Amount plus any outstanding and accrued Class B Preferred Return Amount of such Class B Unitholder (the “Class B Option Consideration”) and, upon the exercise of the 7 Year Put Option by any Class B Unitholder, the Company shall purchase all of such holder’s Class B Units for the Class B Option Consideration. Notwithstanding anything herein to the contrary, no Class B Preferred Return Amount shall be due and payable with respect to such Class B Units pursuant this Section 3.02(b) at such time or times specified in this Section 3.02(b) unless such Class B Units remain issued and outstanding at such time or times and no Redemption or Direct Exchange of such Class B Units described in Article XI hereof has occurred.

  • Option Vesting Options shall vest as follows: (a) 100% of the Options shall vest on the 1st anniversary of the Grant Date; (b) In the event of any change in control, merger or consolidation between the Company and any other entity (other than one in which the stockholders of the Company prior to such transaction receive, in exchange for their Company shares, stock of the surviving corporation and such stock constitutes more than 50% of the outstanding stock of the surviving corporation following such transaction), or any sale by the Company of all or substantially all of its assets, all Options then held by the Director that have not theretofore vested shall vest five days prior to the earlier of (i) the record date, if any, for such transaction and (ii) the closing date of such transaction, both subject to Section 4(a).