Common use of Iris V Units Clause in Contracts

Iris V Units. A. Grantee’s Iris V Units shall vest in such amounts and at such times, so that one-fifth of Grantee’s Iris V Units shall be vested on the first anniversary of August 15, 2017 (the “Iris V Effective Date”), two-fifths of Grantee’s Iris V Units shall be vested on the second anniversary of the Iris V Effective Date, three-fifths of Grantee’s Iris V Units shall be vested on the third anniversary of the Iris V Effective Date, four fifths of Grantee’s Iris V Units shall be vested on the fourth anniversary of the Iris V Effective Date and all of Grantee’s Iris V Units shall be vested on the fifth anniversary of the Iris V Effective Date. B. Notwithstanding anything to the contrary in Section 2A of this Schedule B, (i) upon the earliest to occur of (x) the consummation of an IPO (as defined in the EOC Parent LLC Agreement), (y) the consummation of a Sale Transaction and (z) the date Grantee’s employment with Employer is terminated by Employer without Cause or by Grantee with Good Reason (each as defined in Grantee’s Employment Agreement), 100% of Grantee’s Iris V Units shall be vested, non-forfeitable and non-redeemable upon the occurrence of such event, (ii) if Grantee’s employment with Employer is terminated due to Grantee’s death or Disability, a portion of Grantee’s then-unvested Iris V Units, if any, will become fully vested, non-forfeitable and non-redeemable on the date of such termination to the extent necessary so that one-third of Grantee’s Iris V Units will have become fully vested, non-forfeitable and non-redeemable as of such date and (iii) if Grantee’s employment with Employer is terminated for any reason other than by Employer without Cause or by Grantee with Good Reason, then, subject to the vesting principles set forth in this Schedule B applicable to Grantee’s Iris V Units, all of Grantee’s unvested Iris V Units shall be forfeited.