Common use of Expiration of Term of Agreement Clause in Contracts

Expiration of Term of Agreement. In the event that the Agreement expires at the end of the Term, Executive shall not be entitled to receive any compensation or benefits under this Agreement except for the Standard Termination Payments; provided, however, that (i) subject to Section 5.6 hereof, any unvested stock options comprising the Sign-On Option Award held by Executive upon the expiration of the Term will become fully vested and exercisable (provided that any stock options comprising the Sign-On Option Award will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all such stock options shall be governed by the plans and programs and the agreements and other documents pursuant to which such stock options were granted, and (ii) subject to Section 5.6 hereof and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, 50% of any unvested stock options and 50% of any unvested restricted stock units held by Executive upon the expiration of the Term will become fully vested (and, in the case of any such stock options, exercisable) (provided that any stock options held by Executive will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all stock options, restricted stock units and other equity-based awards held by Executive shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that in the event such expiration of the Term occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such stock options and/or restricted stock units is subject, such stock options and/or restricted stock units (as the case may be) will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such stock options and/or restricted stock units will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such stock options or restricted stock units will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such equity-based awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term.

Expiration of Term of Agreement. In the event that the Agreement expires at the end of the Term, Executive shall not be entitled to receive any compensation or benefits under this Agreement except for the Standard Termination Payments; provided, however, that (i) subject to Section 5.6 hereof, any unvested stock options comprising the Sign-On Option Award held by Executive upon the expiration of the Term will become fully vested and exercisable (provided that any stock options comprising the Sign-On Option Award will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all such stock options shall be governed by the plans and programs and the agreements and other documents pursuant to which such stock options were granted, and (ii) subject to Section 5.6 hereof and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, 50% of any unvested stock options granted on or after the Effective Date and 50% of any unvested restricted stock units granted on or after the Effective Date held by Executive upon the expiration of the Term will become fully vested (and, in the case of any such stock options, exercisable) (provided that any stock options held by Executive will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and (iii) subject to Section 5.6 hereof and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, 100% of any unvested stock options granted prior to the Effective Date and 100% of any unvested restricted stock units granted prior to the Effective Date will become fully vested (and, in the case of any such stock options, exercisable) (provided that any stock options held by Executive will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all stock options, restricted stock units and other equity-based awards held by Executive shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that in the event such expiration of the Term occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such stock options and/or restricted stock units is subject, such stock options and/or restricted stock units (as the case may be) will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such stock options and/or restricted stock units will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such stock options or restricted stock units will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such equity-based awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term.

Expiration of Term of Agreement. In the event that the Agreement expires Executive’s employment is terminated at the end of the Term, Executive shall not be entitled to receive any compensation or benefits under this Agreement except for the Standard Termination Payments; provided, however, that that: (i) subject to Section 5.6 hereof, any unvested stock options comprising the Sign-On Option Award held by Executive upon the expiration of the Term will become fully vested and exercisable (provided that any stock options comprising the Sign-On Option Award will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all such stock options shall be governed by the plans and programs and the agreements and other documents pursuant to which such stock options were granted, and (ii) subject to Section 5.6 hereof and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, 50% any unvested stock options, restricted stock units or other equity awards granted on or after the Effective Date and held by Executive upon the termination of Executive at the end of the Term will continue to vest in accordance with the original vesting schedule applicable to such equity awards (i.e., without regard to the expiration of this Agreement), and any stock options (A) that were vested as of such termination will cease being exercisable upon the earlier of three (3) months after such termination and the scheduled expiration date of such options and (B) that become vested following such termination in accordance with the original vesting schedule will cease being exercisable upon the earlier of three (3) months after such termination and the scheduled expiration date of such stock options; provided that, in all other respects, all such awards shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that, for the avoidance of doubt, in the event such termination occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such awards is subject, such awards will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such awards will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such awards will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term; and (ii) subject to Section 5.6 and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, any unvested stock options granted prior to the Effective Date and 50% of any unvested restricted stock units held by Executive upon granted prior to the expiration of the Term Effective Date will become fully vested (and, in the case of any such stock options, exercisable) (provided that any stock options held by Executive will cease being exercisable upon the earlier of three (3) months after such expiration of the Term termination and the scheduled expiration date of such stock options), and in all other respects, all stock options, restricted stock units and other equity-based such awards held by Executive shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that in the event such expiration of the Term termination occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such stock options and/or restricted stock units is subject, such stock options and/or restricted stock units (as the case may be) will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such stock options and/or restricted stock units will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such stock options or restricted stock units will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such equity-based awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term.

Expiration of Term of Agreement. In the event that the Agreement expires Executive’s employment is terminated at the end of the Term, Executive shall not be entitled to receive any compensation or benefits under this Agreement except for the Standard Termination Payments; provided, however, that that: (i) subject to Section 5.6 hereof, any unvested stock options comprising the Sign-On Option Award held by Executive upon the expiration of the Term will become fully vested and exercisable (provided that any stock options comprising the Sign-On Option Award will cease being exercisable upon the earlier of three (3) months after such expiration of the Term and the scheduled expiration date of such stock options), and in all other respects, all such stock options shall be governed by the plans and programs and the agreements and other documents pursuant to which such stock options were granted, and (ii) subject to Section 5.6 hereof and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, 50% any unvested stock options, restricted stock units or other equity awards granted on or after the Effective Date and held by Executive upon the termination of Executive at the end of the Term will continue to vest in accordance with the original vesting schedule applicable to such equity awards (i.e., without regard to the expiration of this Agreement), and any stock options (A) that were vested as of such termination will cease being exercisable upon the earlier of three (3) months after such termination and the scheduled expiration date of such options and (B) that become vested following such termination in accordance with the original vesting schedule will cease being exercisable upon the earlier of three (3) months after such termination and the scheduled expiration date of such stock options; provided that, in all other respects, all such awards shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that, for the avoidance of doubt, in the event such termination occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such awards is subject, such awards will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such awards will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such awards will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term; and (ii) subject to Section 5.6 and except to the extent otherwise provided at the time of grant under the terms of any equity award made to Executive, any unvested stock options granted prior to the Effective Date and 50% of any unvested restricted stock units held by Executive upon granted prior to the expiration of the Term Effective Date will become fully vested (and, in the case of any such stock options, exercisable) (provided that any stock options held by Executive will cease being exercisable upon the earlier of three (3) months after such expiration of the Term termination and the scheduled expiration date of such stock options), and in all other respects, all stock options, restricted stock units and other equity-based such awards held by Executive shall be governed by the plans and programs and the agreements and other documents pursuant to which the awards were granted; provided, however, that in the event such expiration of the Term termination occurs prior to the Compensation Committee’s determination as to the satisfaction of any performance criteria to which any such stock options and/or restricted stock units is subject, such stock options and/or restricted stock units (as the case may be) will not vest (and, in the case of any such stock options, will not become exercisable) unless and until a determination is or has been made by the Compensation Committee that such criteria have been satisfied, at which time such stock options and/or restricted stock units will vest (and, in the case of any such stock options, will become exercisable) to the extent contemplated by the terms of such award (it being understood and agreed, for the avoidance of doubt, that such stock options or restricted stock units will immediately be forfeited to the extent contemplated by the terms of such award in the event that such criteria are determined not to have been satisfied); provided, further, however, if necessary to comply with Section 409A, settlement of any such equity-based awards shall be made on the date that is six (6) months plus one (1) day following expiration of the Term.