Common use of Full Retirement, Early Retirement, Involuntary Termination Without Cause or Termination Due to Death or Disability Clause in Contracts

Full Retirement, Early Retirement, Involuntary Termination Without Cause or Termination Due to Death or Disability. (1) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement after June 30, 2022 and on or before December 31, 2024, or (B) due to the Participant’s death or Disability (as defined below) on or before December 31, 2024, then the Participant’s PSUs shall be subject to the vesting provisions set forth in paragraphs 5(a) and 5(b) (without prorating the award), except that the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply. (2) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or before June 30, 2022, or (B) by reason of the Participant’s Early Retirement, or an involuntary termination of the Participant’s employment by the Company or a Related Company without Cause on or before December 31, 2024, then the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply to the Participant’s PSUs, and the Participant shall vest in a Pro-Rata Portion (as defined below) of the Participant’s PSUs that are eligible to become vested pursuant to paragraphs 5(a) and 5(b). For this purpose, “Pro-Rata Portion” means a fraction, the numerator of which is the total number of calendar days in the Award Cycle to have occurred through and including the date of the Participant’s separation from employment, and the denominator of which is the total number of calendar days in the Award Cycle. (3) The continued eligibility for vesting of any PSUs pursuant to paragraph 7(c)(1) or 7(c)(2) is conditioned on (i) the Participant not committing a breach of any of the Participant’s obligations and restrictions set forth in Exhibits A and B to this Agreement and (ii) the Participant executing, within the time prescribed by Xxxxxxx, a separation agreement satisfactory to Verizon, which separation agreement will include, among other terms, a general release waiving any claims the Participant may have against Verizon and any Related Company and non-competition and non-solicitation provisions that are no more restrictive than those contained in Exhibit B (otherwise, paragraph 7(b) shall apply). (4) Any PSUs that vest pursuant to paragraph 7(c)(1) or 7(c)(2) shall be payable as soon as practicable after the end of the Award Cycle (but in no event later than March 15, 2025).

Appears in 1 contract

Samples: Performance Stock Unit Agreement (Verizon Communications Inc)

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Full Retirement, Early Retirement, Involuntary Termination Without Cause or Termination Due to Death or Disability. (1) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or after June 30the last business day prior to July 1, 2022 2023 and on or before December 31, 20242025, or (B) due to the Participant’s death or Disability (as defined below) on or before December 31, 20242025, then the Participant’s PSUs shall be subject to the vesting provisions set forth in paragraphs 5(a) and 5(b) (without prorating the award), except that the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply. (2) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or before June 30the last business day prior to July 1, 20222023, or (B) by reason of the Participant’s Early Retirement, or an involuntary termination of the Participant’s employment by the Company or a Related Company without Cause on or before December 31, 20242025, then the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply to the Participant’s PSUs, and the Participant shall vest in a Pro-Rata Portion (as defined below) of the Participant’s PSUs that are eligible to become vested pursuant to paragraphs 5(a) and 5(b). For this purpose, “Pro-Rata Portion” means a fraction, the numerator of which is the total number of calendar days in the Award Cycle to have occurred through and including the date of the Participant’s separation from employment, and the denominator of which is the total number of calendar days in the Award Cycle. (3) The continued eligibility for vesting of any PSUs pursuant to paragraph 7(c)(1) or 7(c)(2) is conditioned on (i) the Participant not committing a breach of any of the Participant’s obligations and restrictions set forth in Exhibits A and B to this Agreement and (ii) the Participant executing, within the time prescribed by Xxxxxxx, a separation agreement satisfactory to Verizon, which separation agreement will include, among other terms, a general release waiving any claims the Participant may have against Verizon and any Related Company and non-competition and non-solicitation provisions that are no more restrictive than those contained in Exhibit B (otherwise, paragraph 7(b) shall apply). (4) Any PSUs that vest pursuant to paragraph 7(c)(1) or 7(c)(2) shall be payable as soon as practicable after the end of the Award Cycle (but in no event later than March 15, 20252026).

Appears in 1 contract

Samples: Performance Stock Unit Agreement (Verizon Communications Inc)

Full Retirement, Early Retirement, Involuntary Termination Without Cause or Termination Due to Death or Disability. (1) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or after June 30the last business day prior to July 1, 2022 2024 and on or before December 31, 20242026, or (B) due to the Participant’s death or Disability (as defined below) on or before December 31, 20242026, then the Participant’s PSUs shall be subject to the vesting provisions set forth in paragraphs 5(a) and 5(b) (without prorating the award), except that the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply. (2) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or before June 30the last business day prior to July 1, 20222024, or (B) by reason of the Participant’s Early Retirement, or an involuntary termination of the Participant’s employment by the Company or a Related Company without Cause on or before December 31, 20242026, then the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply to the Participant’s PSUs, and the Participant shall vest in a Pro-Rata Portion (as defined below) of the Participant’s PSUs that are eligible to become vested pursuant to paragraphs 5(a) and 5(b). For this purpose, “Pro-Rata Portion” means a fraction, the numerator of which is the total number of calendar days in the Award Cycle to have occurred through and including the date of the Participant’s separation from employment, and the denominator of which is the total number of calendar days in the Award Cycle. (3) The continued eligibility for vesting of any PSUs pursuant to paragraph 7(c)(1) or 7(c)(2) is conditioned on (i) the Participant not committing a breach of any of the Participant’s obligations and restrictions set forth in Exhibits A and B to this Agreement and (ii) the Participant executing, within the time prescribed by Xxxxxxx, a separation agreement satisfactory to Verizon, which separation agreement will include, among other terms, a general release waiving any claims the Participant may have against Verizon and any Related Company and non-competition and non-solicitation provisions that are no more restrictive than those contained in Exhibit B (otherwise, paragraph 7(b) shall apply). (4) Any PSUs that vest pursuant to paragraph 7(c)(1) or 7(c)(2) shall be payable as soon as practicable after the end of the Award Cycle (but in no event later than March 15, 20252027).

Appears in 1 contract

Samples: Performance Stock Unit Agreement (Verizon Communications Inc)

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Full Retirement, Early Retirement, Involuntary Termination Without Cause or Termination Due to Death or Disability. (1) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or after June 30the last business day prior to July 1, 2022 2024 and on or before December 31March 1, 20242027, or (B) due to the Participant’s death or Disability (as defined below) on or before December 31March 1, 20242027, then then: (i) the Participant shall remain entitled to payment (to the extent not theretofore paid) for any RSUs that vested on or before the date of the Participant’s PSUs separation from employment; and (ii) the Participant’s then-unvested RSUs shall be subject to the vesting provisions set forth in paragraphs 5(a) and 5(b) vest (without prorating the award), except that ) without regard to the three-year continuous employment requirement set forth in paragraph 5(c) shall not apply5(a). (2) If the Participant ceases to be employed by the Company or a Related Company either (A) by reason of the Participant’s Full Retirement on or before June 30the last business day prior to July 1, 20222024, or (B) by reason of the Participant’s Early Retirement, or an involuntary termination of the Participant’s employment by the Company or a Related Company without Cause on or before December 31March 1, 20242027, then then: (i) the three-year continuous Participant shall remain entitled to payment (to the extent not theretofore paid) for any RSUs that vested on or before the date of the Participant’s separation from employment; and (ii) if the separation from employment requirement occurs other than on a scheduled vesting date applicable to the RSUs (as such scheduled vesting dates are set forth in paragraph 5(c) shall not apply to the Participant’s PSUs5(a)), and the Participant shall vest in a Pro-Rata Portion (as defined below) of the Participant’s PSUs then-unvested RSUs that are eligible were (but for such separation from employment) scheduled to become vested vest pursuant to paragraphs paragraph 5(a) and 5(bon the first vesting date scheduled to occur after the date of the Participant’s separation from employment (such vesting date, the “Next Scheduled Vesting Date”). For this purpose, “Pro-Rata Portion” means a fraction, the numerator of which is the total number of calendar days in the Award Cycle period beginning with the day immediately following the last scheduled vesting date pursuant to paragraph 5(a) to have occurred prior to the date of the Participant’s separation from employment (or, if no such prior vesting date had occurred prior to the date of the Participant’s separation from employment, beginning with the day immediately following the date of grant of the award) through and including the date of the Participant’s separation from employment, and the denominator of which is the total number of calendar days in the Award Cycle. (3) The continued eligibility for period beginning with the day immediately following the last scheduled vesting of any PSUs date pursuant to paragraph 7(c)(15(a) or 7(c)(2) is conditioned on (i) to have occurred prior to the Participant not committing a breach of any date of the Participant’s obligations and restrictions set forth in Exhibits A and B separation from employment (or, if no such prior vesting date had occurred prior to this Agreement and (ii) the Participant executing, within the time prescribed by Xxxxxxx, a separation agreement satisfactory to Verizon, which separation agreement will include, among other terms, a general release waiving any claims the Participant may have against Verizon and any Related Company and non-competition and non-solicitation provisions that are no more restrictive than those contained in Exhibit B (otherwise, paragraph 7(b) shall apply). (4) Any PSUs that vest pursuant to paragraph 7(c)(1) or 7(c)(2) shall be payable as soon as practicable after the end date of the Award Cycle (but in no event later than March 15Participant’s separation from employment, 2025)beginning with the day immediately following the date of grant of the award) through and including the Next Scheduled Vesting Date.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Verizon Communications Inc)

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