Effect of Involuntary Termination in Connection with Change in Control. Any portion of the Total Award not previously forfeited will become fully vested immediately upon the Participant’s termination of Service in the event that (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control. (either of such events of termination within such period, a “CIC Termination”). (i) For purposes of this Agreement, “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the INC Research Holdings, Inc. Executive Severance Plan (the “Severance Plan”). (ii) This Section 2(b) shall be interpreted consistently with the provisions of the Severance Plan to give effect to the benefits intended to be provided under the Severance Plan, without regard to whether the Participant is an Eligible Executive under the Severance Plan. Further, the vesting acceleration benefits provided under this Section 2(b) shall be subject to the conditions set forth in the Severance Plan. (iii) Any vesting acceleration provisions contemplated under this Section 2(b) shall be subject to the limitations provided in Section 5.5 of the Plan. (iv) Any PRSUs that vest pursuant to this Section 2(b) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Severance Plan. (v) The provisions in this Section 2(b) shall apply without regard to whether the Participant is an Eligible Executive under the Severance Plan.
Appears in 1 contract
Samples: Global Performance Restricted Stock Unit Award Agreement (INC Research Holdings, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. Any portion of the Total Award not previously forfeited will become fully vested The Converted Time-Based RSUs shall immediately upon the Participant’s termination of Service vest in full in the event that of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control. Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this AgreementAgreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the INC Research HoldingsSyneos Health, Inc. Executive Severance Plan Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(b2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, without regard to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance PlanParticipant. Further, the vesting acceleration benefits provided under this Section 2(b2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(b2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(b2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan.
(v) The provisions in this Section 2(b) shall apply without regard , to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance Plan.Participant. US-DOCS\119733922.3
Appears in 1 contract
Samples: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. Any portion of the Total Award not previously forfeited will become fully vested The Converted Time-Based RSUs shall immediately upon the Participant’s termination of Service vest in full in the event that of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control. Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this AgreementAgreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the INC Research HoldingsSyneos Health, Inc. Executive Severance Plan Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(b2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, without regard to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance PlanParticipant. Further, the vesting acceleration benefits provided under this Section 2(b2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(b2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(b2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan., to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\137768044.8||
(vi) The provisions in this Section 2(b) shall apply without regard to whether the Participant is an Eligible Executive under the Severance Plan.Appendix C – Performance Restricted Stock Unit Award Agreement
Appears in 1 contract
Samples: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. Any portion of the Total Award not previously forfeited will become fully vested The Converted Time-Based RSUs shall immediately upon the Participant’s termination of Service vest in full in the event that of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control. Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this AgreementAgreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the INC Research HoldingsSyneos Health, Inc. Executive Severance Plan Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(b2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, without regard to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance PlanParticipant. Further, the vesting acceleration benefits provided under this Section 2(b2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(b2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(b2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan.
(v) The provisions in this Section 2(b) shall apply without regard , to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance Plan.Participant. |US-DOCS\137919521.3|| |US-DOCS\137919521.3||
Appears in 1 contract
Samples: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. Any portion of the Total Award not previously forfeited will become fully vested The Converted Time-Based RSUs shall immediately upon the Participant’s termination of Service vest in full in the event that of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control. Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this AgreementAgreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the INC Research HoldingsSyneos Health, Inc. Executive Severance Plan Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(b2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, without regard to whether the Participant extent the Executive Severance Plan is an Eligible Executive under applicable to the Severance PlanParticipant. Further, the vesting acceleration benefits provided under this Section 2(b2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(b2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(b2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan., to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\119733922.3||
(vi) The provisions in this Section 2(b) shall apply without regard to whether the Participant is an Eligible Executive under the Severance Plan.Appendix C – Performance Restricted Stock Unit Award Agreement
Appears in 1 contract
Samples: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)