Grant of Dividend Equivalents. The Company hereby grants to Participant an award of Dividend Equivalents as set forth in this Article II (the “Dividend Equivalents”), subject to all of the terms and conditions in this Agreement and the Plan. The Dividend Equivalents hereunder shall remain outstanding from the Grant Date through the earlier to occur of (a) the termination or forfeiture for any reason of the RSU to which such Dividend Equivalent corresponds, or (b) the delivery to Participant of the shares of Common Stock underlying the RSU to which such Dividend Equivalent corresponds. Participant shall not be entitled to any payment under a Dividend Equivalent with respect to any dividend with a record date that occurs prior to the Grant Date or after the termination of such RSU for any reason, whether due to payment, forfeiture or otherwise. If any RSU linked to a Dividend Equivalent fails to vest and is forfeited for any reason, then (a) the linked Dividend Equivalent shall be forfeited as well, (b) any amounts otherwise payable in respect of such Dividend Equivalent shall be forfeited without payment, and (c) the Company shall have no further obligations in respect of such Dividend Equivalent.
Grant of Dividend Equivalents. The Dividend Equivalent gives the Participant the right to share in ordinary cash dividends declared on shares of Common Stock subject to any unexercised portion of the Option, for which adjustments are not permissible under Section 8 below, subject to the terms and conditions set forth herein.
Grant of Dividend Equivalents. The Company hereby evidences and confirms, effective as of the date hereof, its grant to the Employee of a Dividend Equivalent with respect to the Stock Options set forth on the signature page hereof. This Agreement is entered into pursuant to, and the terms of the Dividend Equivalents are subject to, the terms of the Plan, all of the terms of which are made a part of and incorporated into this Agreement. In the event of any conflict between any term of this Agreement and the terms of the Plan, the terms of the Plan shall control.
Grant of Dividend Equivalents. The Committee is hereby authorized, in its sole discretion, to grant Dividend Equivalents to Employees, Non-Employee Directors and Consultants subject to such terms and conditions as may be selected by the Committee. Dividend Equivalents shall entitle the Participant to receive payments (in cash, Common Stock, other Awards or other property as determined in the discretion of the Committee) equivalent to the amount of cash dividends paid by the Company to holders of Common Stock. Dividend Equivalents may be granted on a free-standing basis or in connection with another Award. Dividend Equivalents granted in connection with another Award may be granted with respect to all or a portion of the number of shares of Common Stock subject to such Award. The Committee may provide that the Dividend Equivalents be paid or distributed when accrued or be deemed to have been reinvested in additional shares of Common Stock or otherwise reinvested; provided, however, that the terms of any reinvestment of Dividend Equivalents must comply with all applicable laws, rules and regulations, including, without limitation, Section 409A of the Code, and Dividend Equivalents (other than free-standing Dividend Equivalents) shall be subject to all conditions and restrictions of the underlying Awards to which they relate, unless otherwise provided by the Committee. Notwithstanding the foregoing, the Committee may not grant Dividend Equivalents to Participants in connection with grants of Options or SARs to such Participants.
Grant of Dividend Equivalents. The Company hereby grants to Employee in connection with the grant of the Option __________ Dividend Equivalents, defined in the Plan to mean a 5-year right to receive cash and Stock equal in value to dividends paid with respect to the number of shares of Stock underlying such Option, together with interest earned thereon, subject to the attainment of Performance Goals.
Grant of Dividend Equivalents. Effective as of the Grant Date, the Company hereby grants Dividend Equivalents to the Eligible Person equal in number to the Shares underlying the undelivered portion of the Corresponding Awards (each such Share, the “Corresponding Share”). If the Company declares and pays a dividend in respect of its outstanding Shares on or after the Grant Date and, on the record date for such dividend, the Eligible Person holds Corresponding Awards with respect to which Dividend Equivalents have been granted pursuant to this Agreement, then subject to Section 4 below the Eligible Person will be eligible to receive an amount in cash equal to the cash dividends the Eligible Person would have received if the Eligible Person were the holder of record, as of such record date, of the Corresponding Shares. The Eligible Person will have no rights as a stockholder with respect to any Corresponding Shares with respect to Dividend Equivalents unless and until the Eligible Person has become the holder of record of such Shares, and no adjustments will be made for rights in respect of any such Shares, except as otherwise specifically provided for in the Plan or this Agreement.
Grant of Dividend Equivalents. The Company hereby grants to the Director under the Plan an award of Dividend Equivalents as set forth in this Section 1.2 (the “Dividend Equivalents”), subject to all of the terms and conditions in this Agreement and the Plan, for all dividends or other distributions the record date of which is after the Award Date, as follows:
(a) In the event that any dividend or other distribution (other than a dividend in the form of shares of Common Stock) is paid or distributed on shares of Common Stock, the Director shall automatically be granted an award of additional full and fractional shares of Deferred Stock as of the payment or distribution date of such dividend or other distribution equal to:
(i) the product of:
(A) the number of shares of Deferred Stock granted to the Director pursuant to this Agreement but not yet distributed pursuant to Article II as of the record date of such dividend or other distribution, multiplied by
(B) the dollar amount of such dividend or distribution per share of Common Stock (if such dividend or payment or distribution is paid in cash), or the fair market value (as determined by the Board) of such dividend or distribution per share of Common Stock (if such dividend or distribution is distributed in kind), as of the date of payment or distribution, divided by
(ii) the Fair Market Value, determined as of the date of payment or distribution.
(b) In the event that any dividend in the form of shares of Common Stock is distributed on shares of Common Stock, the Director shall automatically be granted an award of an additional number of full and fractional shares of Deferred Stock as of the distribution date of such dividend equal to:
(i) the number of shares of Deferred Stock granted to the Director pursuant to this Agreement but not yet distributed pursuant to Article II as of the record date of such dividend, multiplied by
(ii) the number of shares of Common Stock distributed with respect to such dividend per share of Common Stock.
(c) The crediting of additional shares of Deferred Stock based on dividends or other distributions paid or distributed on shares of Common Stock pursuant to this Section 1.2 shall continue until all the shares of Deferred Stock granted to the Director have been distributed or forfeited pursuant to Article II.
Grant of Dividend Equivalents. The Company hereby grants to Director as of the Grant Date in connection with the grant of the Option six thousand (6,000) Dividend Equivalents equal in value to dividends paid with respect to the number of shares of Stock underlying such Option, together with interest earned thereon, subject to the attainment of the Performance Goals set forth in paragraph B.4. 2.
Grant of Dividend Equivalents. The Company hereby grants to Employee in connection with the grant of the Option the number of Dividend Equivalents as are set forth in the Acceptance equal in value to dividends paid with respect to the number of shares of Stock underlying such Option, together with interest earned thereon, subject to the attainment of the Performance Goals set forth in paragraph B.4. 2.
Grant of Dividend Equivalents. Dividend Equivalents may, as determined by the Board in its sole discretion, be awarded in respect of unvested DSUs in a Participant’s Account on the same basis as cash dividends declared and paid on Shares as if the Participant was a shareholder of record of Shares on the relevant record date. Dividend Equivalents, if any, will be credited to the Participant’s Account in additional DSUs, the number of which shall be determined as per the following formula: (A x B)/C where: “A” represents the amount of the dividend per Share declared and paid on the Shares by the Corporation;
