Grant; Vesting Sample Clauses

Grant; Vesting. Subject to the terms and conditions of this Agreement, the Company grants to Employee [●] RSUs. Each RSU shall have a value equal to the fair market value of one (1) share of Company Common Stock (a “Share”). The RSUs covered by this Agreement shall become earned by, and payable to, Employee in the amounts and on the dates shown on Annex 1 attached hereto.
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Grant; Vesting. Subject to and upon the terms, conditions, and restrictions set forth in this Agreement and in the Plan, the Company hereby grants to the Participant as of the Grant Date, a total of ________ performance stock units (“Performance Units”) which shall be credited in a book entry account established for the Participant until payment in accordance with Section 1(f). Subject to the other terms and conditions contained in this Agreement and the Plan, the restrictions on the Performance Units shall lapse over the four years after the Grant Date (the “Performance Period”). The actual number of Performance Units that are earned, if any, pursuant to the terms and conditions of the Agreement will be determined by the Committee (the “Total Award”) and shall be computed in accordance with the terms and conditions of this Agreement and Appendix A. During the Performance Period, there will be three measurement periods (each a “Measurement Period”, with the final date of each Measurement Period being the “Measurement Period Date”) of the Company’s performance based on the simple moving average of the closing price of the Company’s Common Stock during the sixty (60) calendar days immediately prior to and including the Measurement Period Date (the “Performance Criteria”). If the Performance Criteria is achieved, then the number of Performance Units associated with that Measurement Period shall vest on the last day of that Measurement Period (a “Vesting Date”). Performance Units that do not vest at the end of a Measurement Period shall be forfeited automatically without further action or notice. Additionally, Performance Units that have not yet vested pursuant to this Section 1(a) shall be forfeited automatically without further action or notice if the Participant ceases to be employed by the Company or a Subsidiary other than as provided below.
Sample 1
Grant; Vesting. (a) Subject to the terms and conditions of this Agreement, on this day, the Date of Grant, the Company hereby grants to the Optionee an option (the “Option”) to purchase Number of Shares Options shares of the Stock of the Company, at an exercise of $7.09 per share, subject to any adjustments provided for in this Agreement. The Option shall vest and be exercisable according to the following schedule, but subject to Sections 3, 4 and 5 below: (i) On June 14, 2005, the Option shall vest and then be exercisable with respect to 25% of the total number of shares subject to the Option; (ii) On June 14, 2006, the Option shall vest and then be exercisable with respect to an additional 25% of the total number of shares subject to the Option; (iii) On June 14, 2007, the Option shall vest and then be exercisable with respect to an additional 25% of the total number of shares subject to the Option; (iv) On June 14, 2008, the Option shall vest and then be exercisable with respect to the remaining 25% of the total number of shares subject to the Option. To the extent not previously exercised, installments of vested Options shall be cumulative and may be exercised in whole or in part. Notwithstanding the foregoing, in the event of the termination of the Optionee’s employment with GXT, the Company and any of the other Affiliates for any reason prior to the Expiration Date, the Option shall not continue to vest after such termination of employment and any unvested Options shall be forfeited effective as of such date of termination. (b) In addition, notwithstanding any provision contained in this Agreement to the contrary, in the event of a Change in Control, this Option shall thereupon be fully vested and shall be immediately exercisable in full.
Sample 1
Grant; Vesting. (a) Subject to the terms and conditions of the 1998 Non-Employee Director Stock Option Plan (as such plan may be amended, modified or supplemented from time to time, the "Plan") and this Agreement, the Company hereby grants to the Director, from the date of this Agreement, ("Grant Date") to ______________ [TEN YEARS FROM GRANT DATE] ("Expiration Date"), the option (the "Option") to purchase from the Company up to an aggregate of 3,000 shares (the "Shares") of the Company's common stock at the exercise price of $_____ per share (the "Option Price"). This Option is a non-qualified stock option and not entitled to special treatment under the Code. (b) The Option shall vest and may be exercised in installments, in whole or in part, as follows: (i) Commencing twelve (12) months after the Grant Date, one-third (1/3) of the aggregate Shares. (ii) Commencing twenty-four (24) months after the Grant Date, an additional one-third (1/3) of the aggregate Shares. (iii) Commencing thirty-six (36) months after the Grant Date, an additional one-third (1/3) of the aggregate Shares.
Sample 1
Grant; Vesting. Pursuant to the terms and conditions of the EQT Corporation 20__ Long-Term Incentive Plan (as amended from time to time, the “Plan”) and this Participant Award Agreement (this “Award Agreement”), the Management Development and Compensation Committee (“Committee”) of the Board of Directors (“Board”) of EQT Corporation (the “Company”) has granted you Non-Qualified Stock Options (the “Options”) to purchase shares of the Company’s common stock as outlined below. Defined terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Plan. (a) Options Granted: __________ (b) Grant Date: __________, 20__ (c) Exercise Price per Share: __________
Sample 1
Grant; Vesting. All of the Warrants are granted as of the date hereof, and shall be subject to vesting as follows: (i) sixty-percent (60%) of the Warrants (4,248,218 of the Warrants) are vested as of the date hereof; and (ii) forty-percent (40%) of the Warrants (2,832,145 of the Warrants) shall vest in thirty-six (36) equal monthly installments on the first day of each month commencing on April 1, 2008 (such 36-month period, the “Vesting Period”), subject to the following terms: (A) if Warrant Holder receives evidence reasonably satisfactory to Warrant Holder that (1) Consolidated Adjusted EBITDA (as defined in the Purchase Agreement) for any trailing twelve (12) month period during the Vesting Period is at least twenty-million dollars ($20,000,000) and (2) the Consolidated Leverage Ratio (as defined in the Purchase Agreement) at all times during such period is less than three-and-one-half (3.5) (the conditions in the foregoing clauses (1) and (2) are referred to herein as the “Reset Conditions”), then, as of the fifteenth day of the month immediately following the month in which such evidence is provided, any then-unvested Warrants shall cease vesting and be canceled; provided, that in order to demonstrate that the Reset Conditions have been satisfied, the entire trailing twelve (12) month period in question shall have been audited by Company’s independent public accountants (which audit opinion shall not include any “going concern”, internal control, material weakness or other qualification); and provided further, that, solely for purposes of determining whether the condition in the foregoing clause (1) has been met, any expense for operating leases of the Company or its Subsidiaries that would (but for this proviso) otherwise be taken into account in determining Consolidated Adjusted EBITDA, may instead be treated as debt relating to a capital lease. The foregoing sentence shall in no way affect the definition of Consolidated Adjusted EBITDA as otherwise used herein (including, without limitation, Section 10) or in any other Transaction Document. (B) if Company pays off any portion of the principal amount of the Note (as defined in the Purchase Agreement) during the Vesting Period and no Default or Event of Default (as such terms are defined in the Purchase Agreement) is then existing, then the number of then-unvested Warrants shall be reduced by a percentage equal to the quotient resulting from (1) the amount of principal under the Note that is paid off by Company div...
Sample 1
Grant; Vesting. Subject to and upon the terms, conditions, and restrictions set forth in this Agreement and in the Plan, the Company hereby grants to the Participant as of the Grant Date, a total of __________ restricted stock units (“Restricted Units”) which shall be credited in a book entry account established for the Participant until payment in accordance with Section 1(d). Subject to the other terms and conditions contained in this Agreement and the Plan, the restrictions on the Restricted Units shall lapse three years after the Grant Date (the “Restricted Period”). Such date on which such restrictions lapse shall be the “Vesting Date.” Restricted Units that have not yet vested pursuant to Section 1(a) shall be forfeited automatically without further action or notice if the Participant ceases to be employed by the Company other than as provided below. All of the Restricted Units shall vest in full prior to the Vesting Date upon the occurrence of any of the following: (A) the Participant dies while in the employ of the Company; or (B) the Participant has a Disability that results in a separation from employment with Company.
Sample 1
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Grant; Vesting. Subject to the terms and conditions of this Agreement, the Company grants to Grantee fifty thousand (50,000) restricted stock units (the “Award”). The Units covered by this Agreement shall “vest,” become earned by, and payable to, Grantee in accordance with the following schedule: i. For so long as Grantee remains continuously an employee of the Company on such dates, one-third of the Units shall vest on each of May 29, 2016, May 29, 2017 and May 29, 2018. ii. Vesting shall cease upon the date the Grantee ceased to remain an employee for any reason, including death or Disability. In the event Grantee’s employment terminates for any reason, including death or Disability, any unvested Units held by the Grantee immediately upon such termination shall be forfeited and cancelled.
Sample 1

Related to Grant; Vesting

  • Option Vesting Options shall vest as follows: -------------- (a) 100% of the Options shall vest on the 1st anniversary of the Grant Date; (b) In the event of any change in control, merger or consolidation between the Company and any other entity (other than one in which the stockholders of the Company prior to such transaction receive, in exchange for their Company shares, stock of the surviving corporation and such stock constitutes more than 50% of the outstanding stock of the surviving corporation following such transaction), or any sale by the Company of all or substantially all of its assets, all Options then held by the Director that have not theretofore vested shall vest five days prior to the earlier of (i) the record date, if any, for such transaction and (ii) the closing date of such transaction, both subject to Section 4(a).

  • Stock Vesting Unless otherwise approved by the Board of Directors, all stock options and other stock equivalents issued after the date of this Agreement to employees, directors, consultants and other service providers shall be subject to vesting as follows: (a) twenty-five percent (25%) of such stock shall vest at the end of the first year following the earlier of the date of issuance or such person’s services commencement date with the Company, and (b) seventy-five percent (75%) of such stock shall vest over the remaining three (3) years.

  • Equity Vesting All of the then-unvested shares subject to each of the Executive’s then-outstanding equity awards will immediately vest and, in the case of options and stock appreciation rights, will become exercisable (for avoidance of doubt, no more than 100% of the shares subject to the then-outstanding portion of an equity award may vest and become exercisable under this provision). In the case of equity awards with performance-based vesting, all performance goals and other vesting criteria will be deemed achieved at the greater of actual performance or 100% of target levels. Unless otherwise required under the next following two sentences or, with respect to awards subject to Section 409A of the Code, under Section 5(b) below, any restricted stock units, performance shares, performance units, and/or similar full value awards that vest under this paragraph will be settled on the 61st day following the CIC Qualified Termination. For the avoidance of doubt, if the Executive’s Qualified Termination occurs prior to a Change in Control, then any unvested portion of the Executive’s then-outstanding equity awards will remain outstanding for 3 months or the occurrence of a Change in Control (whichever is earlier) so that any additional benefits due on a CIC Qualified Termination can be provided if a Change in Control occurs within 3 months following the Qualified Termination (provided that in no event will the Executive’s stock options or similar equity awards remain outstanding beyond the equity award’s maximum term to expiration). In such case, if no Change in Control occurs within 3 months following a Qualified Termination, any unvested portion of the Executive’s equity awards automatically will be forfeited permanently on the 3-month anniversary of the Qualified Termination without having vested.

  • Time Vesting Subject to Sections 5(b) and 6 below, the RSUs will vest and become nonforfeitable in accordance with and subject to the time vesting schedule set forth on Exhibit A attached hereto, subject to the Participant’s continued status as a Service Provider through each applicable vesting date.

  • Performance Vesting Within sixty (60) days following the completion of the Performance Period, the Plan Administrator shall determine the applicable number of Performance Shares in accordance with the provisions of the Award Notice and Schedule I attached thereto.

  • Normal Vesting Subject to the Plan and this Agreement, if the Participant has been in Continuous Employment through the Vesting Date as set forth in Section 1, then the RSUs subject to such Vesting Date will become nonforfeitable (“Vest” or similar terms).

  • Vesting Dates The ISOs shall vest as follows, subject to earlier vesting in the event of a termination of Service as provided in Section 6 or a Change in Control as provided in Section 7:

  • Accelerated Vesting of Equity Awards One hundred percent (100%) of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to one hundred percent (100%) of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

  • Vesting Date All remaining shares of Restricted Stock will become vested on the Vesting Date.

  • Vesting Any Class A preferred shares issuable hereunder shall be subject to cliff vesting on December 31, 2025 (the “Initial Vesting Date”), and in the event vesting occurs on the Initial Vesting Date, a new cliff vesting period shall apply to all Class A shares issuable to Masterworks from and after such Initial Vesting Date until the three-year anniversary of such Initial Vesting Date and all of such Class A preferred shares will vest on such three-year anniversary of the Initial Vesting Date and such process will be repeated in successive three-year periods (each such vesting date, together with the Initial Vesting Date, a “Vesting Date”). Any vesting period may be extended for a five-year period or shortened in accordance with this Section 6, provided, that any applicable Vesting Date shall be accelerated upon an Approved Sale to the date any such Approved Sale is consummated, except in the case that such sale is not approved by the Special Committee. At any time prior to the 12-month anniversary of the applicable Vesting Date, the Parties can mutually agree in writing to extend the Vesting Date for one or more additional five-year periods, or agree at any time to accelerate the Vesting Date to an earlier date, provided that any agreement to accelerate the Vesting Date to an earlier date (other than in connection with a sale of the Artwork) shall be ineffective unless and until the Company obtains the consent of holders of a majority of the Class A shares eligible to vote on such matter. Any Class A shares beneficially owned by the Administrator and its affiliates shall not be eligible to vote on such matter. The unvested Class A preferred shares issued or issuable hereunder shall be forfeited if this Agreement is terminated prior to the applicable Vesting Date or if the Special Committee does not approve a sale of the Artwork. The Administrator may also, in its sole discretion, reduce unearned management fees or voluntarily forfeit any unvested management fees, in whole or in part. Any Class A preferred shares that are forfeited shall no longer be deemed to be outstanding and shall have no rights to distributions. All of the Class A preferred shares issued pursuant to this Agreement prior to the Effective Date shall be fully vested upon issuance and shall not be subject to the vesting provisions set forth in this Section 6. The holders of the Company’s Class A shares may remove and replace the Administrator with another person or entity by the affirmative vote of two-thirds (2/3) of the Class A shares eligible to vote, such removal to take effect on the date any such successor administrator has been appointed (the “Removal Effective Date”).

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