Common use of Forfeiture Provisions Clause in Contracts

Forfeiture Provisions. The Participant acknowledges that the Participant’s continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs is sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 6. (a) In consideration of the RSUs awarded hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs as of the date of such determination; and (ii) If any of the RSUs vested within the twelve (12)-month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued upon settlement of the RSUs or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s). Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs is this Option, are sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 65. (a) In consideration of the RSUs awarded Option granted hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs Option (whether or not vested) that has not been exercised as of the date of such determination shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs Option as of the date of such determination; and (ii) If the Participant has exercised all or any part of the RSUs vested Option within the twelve (12)-month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued received upon settlement of the RSUs such exercise or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s), reduced (but not below zero), in each case, by the exercise price (or shares having a Fair Market Value equal to the exercise price) of the Option. Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s 's continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs Performance Shares is sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 6. (a) In consideration of the RSUs Performance Shares awarded hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs Performance Shares that have not been settled shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs Performance Shares as of the date of such determination; and (ii) If any of the RSUs Performance Shares vested within the twelve (12)-month 12) month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s 's demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued upon settlement of the RSUs Performance Shares or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s). Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s 's continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs is this Option, are sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 65. (a) In consideration of the RSUs awarded Option granted hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs Option (whether or not vested) that has not been exercised as of the date of such determination shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs Option as of the date of such determination; and (ii) If the Participant has exercised all or any part of the RSUs vested Option within the twelve (12)-month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s 's demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued received upon settlement of the RSUs such exercise or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s), reduced (but not below zero), in each case, by the exercise price (or shares having a Fair Market Value equal to the exercise price) of the Option. Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s 's continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs is sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 6. (a) In consideration of the RSUs awarded hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs as of the date of such determination; and (ii) If any of the RSUs vested within the twelve (12)-month 12) month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s 's demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued upon settlement of the RSUs or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s). Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs Performance Shares is sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 6. (a) In consideration of the RSUs Performance Shares awarded hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs Performance Shares that have not been settled shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs Performance Shares as of the date of such determination; and (ii) If any of the RSUs Performance Shares vested within the twelve (12)-month 12) month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued upon settlement of the RSUs Performance Shares or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s). Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.

Forfeiture Provisions. The Participant acknowledges that the Participant’s continued employment with the Company, its Affiliates and its Subsidiaries, and the grant of the RSUs Performance Shares is sufficient consideration for the Agreement, including, without limitation, the restrictions imposed upon the Participant by this Section 6. (a) In consideration of the RSUs Performance Shares awarded hereby, the Participant expressly agrees and covenants that, during the Restricted Period, the Participant shall not, without the prior consent of the Company, permit any Forfeiture Event to exist, directly or indirectly. (b) If the Committee determines that a Forfeiture Event has occurred or is ongoing, then the Participant covenants and agrees that the following forfeitures and related actions will occur: (i) Any unvested portion of the RSUs Performance Shares that have not been settled shall be immediately canceled and forfeited and the Participant shall automatically forfeit any rights the Participant may have with respect to the RSUs Performance Shares as of the date of such determination; and (ii) If any of the RSUs Performance Shares vested within the twelve (12)-month 12) month period immediately preceding the occurrence of a Forfeiture Event (or following the date of the earliest Forfeiture Event), then, upon the Company’s demand, the Participant shall immediately deliver to the Company certificate(s) for the number of shares of Stock issued upon settlement of the RSUs Performance Shares or, if the shares have been sold, the Participant shall immediately remit to the Company, in cash, the proceeds of any such sale(s). Any shares surrendered pursuant to this provision shall be treated as treasury shares and shall be added to the authorized and unissued shares available for issuance under the Plan. (c) In the event that the Participant fails to promptly pay or make satisfactory arrangements as to the withholding taxes as provided in Section 5, all RSUs shall be forfeited and shall be deemed to be reacquired by the Company.