Effect of Termination of Employment or Service. Except as provided in Section 3, the Participant’s Share Units shall terminate and be forfeited to the extent such units have not become vested prior to the first date the Participant is no longer employed by or in service to the Company or one of its Subsidiaries, regardless of the reason for the termination of the Participant’s employment or service with the Company or a Subsidiary, whether voluntarily or involuntarily. If any unvested Share Units are terminated hereunder, such Share Units shall automatically terminate and be forfeited as of the applicable termination date without payment of any consideration by the Company and without any other action by the Participant, or the Participant’s beneficiary or personal representative, as the case may be.
Effect of Termination of Employment or Service. (a) Except as otherwise provided in this Section 5 or in Section 13 herein, if the employment or service of the Participant is terminated for any reason (whether by the Company or the Participant and whether voluntary or involuntary or with or without Cause) (such date of termination of employment or service being referred to as the “Termination Date”) and all or any part of the Award has not been earned pursuant to the terms of the Plan and this Agreement, then the Award, to the extent not earned as of the Participant’s Termination Date, shall be forfeited immediately upon such termination, and the Participant shall have no further rights with respect to the Award or the Shares underlying that portion of the Award that has not yet been earned. The Participant expressly acknowledges and agrees that the termination of his or her employment or service shall (except as may otherwise be provided in this Agreement or in the Plan) result in forfeiture of the Award and the Shares to the extent that the Award has not been earned as of his or her Termination Date.
(b) Notwithstanding the provisions of Section 5(a), and subject to the terms of Section 3(c) of the Plan, in the event of the Participant’s termination due to (i) death; (ii) Disability; (iii) Retirement; or (iv) Good Reason (as defined in the Participant’s employment agreement, or if there is no employment agreement defining Good Reason, as defined in Section 5(c) of this Agreement), a pro-rata portion of the Award shall be eligible to be earned based on attainment of the Performance Metrics for the Performance Period as specified in this Agreement, including Schedule A. The pro-rata portion that may be earned and vested shall be determined by multiplying the total number of Shares earned under Schedule A by a fraction, the numerator of which is the number of calendar days the Participant was employed during the Performance Period, and the denominator of which is the number of calendar days in the Performance Period; any such shares so earned shall be payable as provided in Section 6 herein.
(c) For purposes of this Section 5, “Good Reason” shall occur if during the Participant’s employment, the Participant’s employment is materially and adversely altered by the Company, without the Participant’s consent, by:
Effect of Termination of Employment or Service. Upon the termination of an Participant's employment or service with the Corporation or the Bank as a Director, Director Emeritus or Employee, the Participant may continue to exercise such Options for a period of six months from the date of termination of employment or service by the Participant, but not later than the date on which the Option would otherwise expire. Such Options of a deceased Participant may be exercised within two years from the date of his or her death, but not later than the date on which the Option would otherwise expire.
Effect of Termination of Employment or Service. An Option shall terminate upon or following an Optionee’s termination of employment with the Company and its Subsidiaries as follows:
(i) In the event an Optionee’s employment terminates for any reason other than death, Disability, Cause or Retirement, then the Optionee may at any time within three (3) months after the later of (a) delivery of this Agreement; or (b) his or her termination of employment, exercise an Option.
(ii) in the event the Optionee’s employment terminates, other than as a result of death or Cause, and the Optionee returns to employment with the Company within three (3) months after the termination, the termination will have no effect on the Option and the Optionee shall have the same number of shares, to the extent not exercised, as set forth in this Agreement;
(iii) In the event the Optionee’s employment terminates as a result of Disability, then the Optionee may at any time within one (1) year after the later of (a) delivery of this Agreement; or (b) such termination, exercise such Option.
(iv) In the event an Optionee’s employment terminates for Cause, the Option shall terminate immediately and no rights thereunder may be exercised.
(v) In the event an Optionee dies while an employee of the Company or any Subsidiary or within three (3) months after termination as described in clause (i) above or within one (1) year after termination as a result of Disability as described in clause (iii) above or Retirement under clause (vi) below, then the Option may be exercised at any time within one (1) year after the later of (a) the Optionee’s death; or (b) delivery of this Agreement, by the person or persons to whom the Optionee’s rights pass by transfer or Beneficiary Designation, as the case may be, or, absent such a transfer or Beneficiary Designation, as the case may be, by the person or persons to whom such rights under the Option shall pass by will or the laws of descent and distribution.
(vi) In the event an Optionee’s employment terminates as a result of Retirement, the Optionee may at any time within one (1) year after the later of (a) termination of service by reason of Retirement; or (b) delivery of this Agreement, exercise such Options.
Effect of Termination of Employment or Service. Except as otherwise provided in Section 4(a)(ii) hereof or in an employment agreement between Participant and the Company, if Participant's employment with or service to the Company is terminated for any reason, any portion of the Restricted Stock that has not become vested and non-forfeitable prior to such termination shall be immediately forfeited.
Effect of Termination of Employment or Service. If your employment or service is terminated during the Leave of Absence or Temporary Layoff, the treatment of your Options will be determined as described under “Special Vesting Dates and Special Expiration Dates” above.
Effect of Termination of Employment or Service. The effect of termination of employment or service is determined pursuant to Section 7(i) of the Plan provided that options that are vested and exercisable at the time of termination shall remain exercisable for a period of ninety from the termination date. This ninety-day period shall be extended to six months from the date of such termination in the event of the Optionee's death or Disability prior to or during such ninety-day period.
Effect of Termination of Employment or Service. The Participant’s Stock Units shall terminate to the extent such units have not become vested prior to the first date the Participant is no longer employed by or in service to the Corporation or one of its Subsidiaries, regardless of the reason for the termination of the Participant’s employment or service with the Corporation or a Subsidiary, whether with or without cause, voluntarily or involuntarily; provided, however, that if the termination of the Participant’s employment or services is due to the Participant’s death or “permanent and total disability” (within the meaning of Section 22(e)(3) of the Code or as otherwise determined by the Administrator), the Award shall become vested and payable upon the date of such death or disability as to fifty percent (50%) of the then-outstanding and unvested portion of the Award (and any portion of the Award that is not vested after giving effect to such accelerated vesting shall terminate upon such death or disability). If any unvested Stock Units are terminated hereunder, such Stock Units shall automatically terminate and be cancelled as of the applicable termination date without payment of any consideration by the Corporation and without any other action by the Participant, or the Participant’s beneficiary or personal representative, as the case may be.
Effect of Termination of Employment or Service. Upon the termination of the Participant’s employment or service for any reason, any and all Restricted Stock Units which have not vested as of the date of such termination shall immediately be forfeited by the Participant. Notwithstanding the foregoing, the Committee may, in its sole discretion, decide not to terminate the Participant’s rights in such Restricted Stock Units.
Effect of Termination of Employment or Service. The Option shall not be exercised unless the Participant is, at the time of exercise, an Employee and has been an Employee continuously since the date the Option was granted, subject to the following:
(a) The employment or service relationship of the Participant shall be treated as continuing intact for any period that the Participant is on military or sick leave or other bona fide leave of absence, provided that the period of such leave does not exceed 90 days, or, if longer, as long as the Participant’s right to reemployment is guaranteed either by statute or by contract. The employment or service relationship of the Participant shall also be treated as continuing intact while the Participant is not in active service because of Disability. The Administrator shall have sole authority to determine whether the Participant has incurred a Disability, and, if applicable, the Participant’s Termination Date.
(b) Subject to the terms of Section 3(c) of the Plan, if the employment or service of the Participant is terminated because of Disability, death, Good Reason (as defined in the Participant’s employment agreement with the Company and/or Atlantic Capital Bank (the “Bank”), or, if there is no employment agreement defining Good Reason, as defined in Section 5(b) of this Agreement) or Retirement, any portion of the Option that is unexercised and unvested on the Participant’s Termination Date shall immediately vest and become exercisable. The Option must be exercised, if at all, prior to the close of the Option Period. In the event of the Participant’s death, the Option shall be exercisable by such person or persons as shall have acquired the right to exercise the Option by will or by the laws of intestate succession. The Option shall cease to qualify for favorable income tax treatment as an incentive stock option under Code Section 422 if (and to the extent) the Option is exercised for Shares (i) more than three months after the date the Participant ceases to be an Employee for any reason other than death or Disability, or (ii) more than 12 months after the date the Participant ceases to be an Employee by reason of Disability.
