Forfeiture and Expiration of Restrictions Sample Clauses

Forfeiture and Expiration of Restrictions. (a) Except as otherwise provided in Sections 5, 6 or 7 below, as applicable, the forfeiture and other restrictions on the Restricted Shares granted pursuant to this Agreement shall lapse and such Restricted Shares shall vest in accordance with the following schedule: (i) One-third (1/3) of the Restricted Shares (the “2011 Shares”) will be fully vested if (A) the Executive meets the Employment Requirement (as defined below) on January 1, 2011, and (B) the Company achieves the Performance Standard (as defined below). If the Executive fails to meet the Employment Requirement or if the Performance Standard is not achieved on or before December 31, 2013, the 2011 Shares (and any associated Unvested Dividends) shall be forfeited. (ii) One-third (1/3) of the Restricted Shares (the “2012 Shares”) will be fully vested if (A) the Executive meets the Employment Requirement (as defined below) on January 1, 2012, and (B) the Company achieves the Performance Standard (as defined below). If the Executive fails to meet the Employment Requirement or if the Performance Standard is not achieved on or before December 31, 2013, the 2012 Shares (and any associated Unvested Dividends) shall be forfeited. (iii) One-third (1/3) of the Restricted Shares (the “2013 Shares”) will be fully vested if (A) the Executive meets the Employment Requirement (as defined below) on January 1, 2013 and (B) the Company achieves the Performance Standard (as defined below). If the Executive fails to meet the Employment Requirement or if the Performance Standard is not achieved on or before December 31, 2013, the 2013 Shares (and any associated Unvested Dividends) shall be forfeited. If the Executive meets the applicable Employment Requirement, the 2011 Shares, the 2012 Shares and/or the 2013 Shares, as the case may be, will become vested on the date, if any, that the Compensation Committee (the “Committee”) certifies that the Company has met the Performance Standard. Restricted Shares that become vested as provided above (or, as applicable, pursuant to Sections 5, 6 or 7 hereof) are hereinafter referred to as “Vested Shares.” (b) For purposes of this Agreement, the following terms shall have the meanings assigned below:
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Forfeiture and Expiration of Restrictions. (a) The Executive shall forfeit to the Company (i) all of the Restricted Shares immediately and without any payment to the Executive whatsoever if the Executive’s employment with the Company or a subsidiary of the Company is terminated before , for any reason other than death, total and permanent disability, or retirement, as provided in Section 4(b) below, and (ii) one-half (½) of the Restricted Shares if the Executive’s employment with the Company or a subsidiary of the Company is so terminated after , and before , . After , , one-half (½) of the Restricted Shares will be fully vested and nonforfeitable and after , , all Restricted Shares shall be fully vested and nonforfeitable (“Vested Shares”). (b) In the event of the Executive’s (i) death, (ii) total and permanent disability as determined by the Long-Term Incentive Compensation Plan Committee (the “Committee”) in its sole discretion, or (iii) retirement after attaining the normal retirement age of 62 or retirement after attaining an earlier retirement age approved by the Committee, in its sole discretion, before lapse of all restrictions pursuant to Section 4(a) above, the Executive shall forfeit a number of Restricted Shares equal to the number of Restricted Shares specified in Section 1 times the percentage that the period of full months beginning on the first day of the calendar month following the date of death, disability or retirement and ending on , bears to twenty-four (24) and any remaining Restricted Shares that are not vested shall become Vested Shares; provided, however, that any fractional shares will be forfeited to the Company. In its sole discretion, the Committee may decide to vest all of the Restricted Shares in-lieu of the prorated number of Restricted Shares as provided in this Section 4(b). Unless the Committee determines otherwise, in its sole discretion, the Executive or the Executive’s beneficiary or estate will have no right to any Restricted Shares that remain subject to restrictions, and those Restricted Shares will be forfeited. (c) In the event of a “Special Involuntary Termination” as defined in Section 4(d)(vi) before lapse of all restrictions pursuant to Section 4(a) above, all restrictions described in Section 5 shall lapse and the Restricted Shares will become Vested Shares and the Company shall deliver the Vested Shares to the Executive as soon as practicable thereafter.
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Forfeiture and Expiration of Restrictions. Subject to the terms and conditions of this Agreement, the restrictions described in Section 2 shall lapse and the Restricted Units shall become vested and nonforfeitable (“Vested Units”), provided the Service Provider has continuously provided services to the Partnership Entities, without interruption, from the Date of Grant through each applicable vesting date (each, a “Vesting Date”), in accordance with the following schedule:
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Forfeiture and Expiration of Restrictions. (a) The Employee shall forfeit to the Company (i) all of the Restricted Units immediately and without any payment to the Employee whatsoever if the Employee's employment with the Company or a subsidiary of the Company is terminated before ___, ___ for any reason other than death, total and permanent disability, or retirement, as provided in Section 4(b) below, and (ii) two-thirds (2/3) of the Restricted Units if the Employee's employment with the Company or a subsidiary of the Company is so terminated after ____, ___ and before ____, ___, and (iii) one-third (1/3) of the Restricted Units if the Employee's employment with the Company or a subsidiary of the Company is so terminated after ____, ___ and before ____, ___. After ____, ___, one-third (1/3) of the Restricted Units shall be fully vested and nonforfeitable, and after ____, ___, two-thirds (2/3) of the Restricted Units shall be fully vested and nonforfeitable, and after ____, ___, all Restricted Units shall be fully vested and nonforfeitable ("Vested Units"). (b) In the event of the Employee's (i) death, (ii) total and permanent disability as determined by the Compensation Committee (the "Committee") in its sole discretion, or (iii) retirement after attaining the normal retirement age of 62 or retirement after attaining an earlier retirement age approved by the Committee, in its sole discretion, before lapse of all restrictions pursuant to Section 4(a) above, the Employee shall forfeit a number of Restricted Units equal to the number of Restricted Units specified in Section 1 times the percentage that the period of full months beginning on the first day of the calendar month following the date of death, disability or retirement and ending on _______bears to _____ months and any remaining Restricted Units that are not vested shall become Vested Units; provided, however, that any fractional units will be forfeited to the Company. In its sole discretion, the Committee may decide to vest all of the Restricted Units in-lieu of the prorated number of Restricted Units as provided in this Section 4(b). Unless the Committee determines otherwise, in its sole discretion, the Employee or the Employee's beneficiary or estate will have no right to any Restricted Units that remain subject to restrictions, and those Restricted Units will be forfeited. (c) In the event of a "Special Involuntary Termination" as defined in Section 4(d)(vi) before lapse of all restrictions pursuant to Section 4(a) above, all restriction...
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Forfeiture and Expiration of Restrictions 
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Related to Forfeiture and Expiration of Restrictions

  • Termination of Restrictions Except as set forth in Section 9.3 hereof, the restrictions imposed by this Section 9 upon the transferability of Restricted Securities shall cease and terminate as to any particular Restricted Securities: (a) which shall have been effectively registered under the Securities Act, or (b) when, in the opinions of both counsel for the holder thereof and counsel for the Company, such restrictions are no longer required in order to insure compliance with the Securities Act or Section 10 hereof. Whenever such restrictions shall cease and terminate as to any Restricted Securities, the Holder thereof shall be entitled to receive from the Company, without expense (other than applicable transfer taxes, if any), new securities of like tenor not bearing the applicable legends required by Section 9.1 hereof.

  • Expiration of Restrictions and Risk of Forfeiture Unless otherwise provided in Section 7 below, the restrictions on the Restricted Stock Units granted pursuant to this Agreement, including the Forfeiture Restrictions, will expire on September 30, 2014, and shares of Stock that are nonforfeitable and transferable will be issued to you in payment of your vested Restricted Stock Units as set forth in Section 5, provided that you remain in the continuous employ of, or a service provider to, the Company or its Subsidiaries until September 30, 2014.

  • Vesting and Lapse of Restrictions Subject to Sections 2.2(a) and 2.2(c), the Award shall vest and Restrictions shall lapse in accordance with the vesting schedule set forth on the Grant Notice.

  • Lapse of Restrictions If, for any reason, Shares are issued to the Employee within six months of the Grant Date, the Employee agrees that he or she will not sell or otherwise dispose of any such Shares prior to the six-month anniversary of the Grant Date.

  • Notification of Restrictions Notify the Business Associate of any restriction to the use or disclosure of PHI that County has agreed to in accordance with 45 CFR §164.522, to the extent that such restriction may affect the Business Associate’s use or disclosure of PHI.

  • Release of Restrictions Upon vesting of any portion of the shares of Restricted Stock and satisfaction of any other conditions required by the Plan or pursuant to this Restricted Stock Agreement, the Company shall promptly either issue a stock certificate, without such restricted legend, for any shares of the Restricted Stock that have vested, or, if the shares are held in book entry form, the Company shall remove the notations on the book form for any shares of the Restricted Stock that have vested.

  • Forfeiture of Restricted Shares Subject to Section 4(b), if your Service to the Company or any Affiliate terminates before all of the Restricted Shares have vested, or if you attempt to transfer Restricted Shares in a manner contrary to the transfer restrictions, you will immediately forfeit all unvested Restricted Shares. Any Restricted Shares that are forfeited shall be returned to the Company for cancellation.

  • Lapse of Forfeiture Restrictions The Forfeiture Restrictions -------------------------------- shall lapse as to the Restricted Shares in accordance with the following schedule provided that Employee has been continuously employed by the Company from the date of this Agreement through the lapse date: Percentage of Total Number of Restricted Shares as to Which Forfeiture Lapse Date Restrictions Lapse ---------- -------------------------- First Anniversary of the date of this Agreement 10% Second Anniversary of the date of this Agreement 10% Third Anniversary of the date of this Agreement 10% Fourth Anniversary of the date of this Agreement 10% Fifth Anniversary of the date of this Agreement 10% Sixth Anniversary of the date of this Agreement 10% Seventh Anniversary of the date of this Agreement 10% Eighth Anniversary of the date of this Agreement 10% Ninth Anniversary of the date of this Agreement 10% Tenth Anniversary of the date of this Agreement 10% Notwithstanding the foregoing, the Forfeiture Restrictions shall lapse as to all of the Restricted Shares on the earlier of (i) the occurrence of a Corporate Change (as such term is defined in the Plan), (ii) the date Employee's employment with the Company is terminated by reason of death, disability (as determined by the Company or employing subsidiary) or normal retirement on or after age sixty-five or (iii) the date on which Employee shall become entitled to the severance benefits set forth in Section 3.3 of that certain Executive Employment Agreement of even date herewith by and among Employee, NUMAR Corporation and the Company. In the event Employee's employment is terminated for any other reason, including retirement prior to age sixty-five with the approval of the Company or employing subsidiary, the Committee which administers the Plan (the "Committee") or its delegate, as appropriate, may, in the Committee's or such delegate's sole discretion, approve the lapse of Forfeiture Restrictions as to any or all Restricted Shares still subject to such restrictions, such lapse to be effective on the date of such approval or Employee's termination date, if later.

  • Forfeiture Provisions The performance security shall contain forfeiture provisions for failure, after proper notice, to complete work within the time specified, or to initiate or maintain any actions which may be required of the applicant or owner in accordance with this ordinance, approvals issued pursuant to this ordinance, or an operation and maintenance agreement established pursuant to this ordinance.

  • Expiration and Termination of Restrictions The restrictions imposed under Section 2 will expire on the earliest to occur of the following (the period prior to such expiration being referred to herein as the “Restricted Period”): (a) If applicable, as to the percentages of the Shares specified in the vesting schedule on page 1 of this Award Agreement, on the respective dates specified in the vesting schedule on page 1; provided you are then still employed by or in the service of the Company or an Affiliate; or (b) Upon termination of your employment or service by reason of death or Disability; or (c) Upon a Change in Control (as defined in the 2012 Plan).

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