Common use of Merger or Asset Sale Clause in Contracts

Merger or Asset Sale. In the event of a merger of the Company with or into another corporation, or the sale of substantially all of the assets of the Company, this award of Restricted Stock Units to the extent it remains outstanding at such time shall be assumed or an equivalent right substituted by the successor corporation or a Parent or Subsidiary of the successor corporation. In the event that the successor corporation refuses to assume or substitute for this award of Restricted Stock Units, the Grantee will fully vest in this award of Restricted Stock Units and the Shares issuable thereunder will be issued, even if the Restricted Stock Units would not otherwise be vested and all vesting criteria will be deemed achieved at target levels and all other terms and conditions met.

Appears in 3 contracts

Samples: Restricted Stock Unit Agreement (Nuance Communications, Inc.), Restricted Stock Unit Agreement (Nuance Communications, Inc.), Restricted Stock Unit Agreement (Nuance Communications, Inc.)

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Merger or Asset Sale. In the event of a merger of the Company with or into another corporation, or the sale of substantially all of the assets of the Company, this award of Restricted Stock Units to the extent it remains outstanding at such time shall be assumed or an equivalent right substituted by the successor corporation or a Parent or Subsidiary of the successor corporation. In the event that the successor corporation refuses to assume or substitute for this award of Restricted Stock Units, the Grantee will fully vest in this award of Restricted Stock Units and the Shares issuable thereunder will be issued, even if the Restricted Stock Units would not otherwise be vested and all vesting criteria will be deemed achieved at target levels and all other terms and conditions met.. US RSU AGREEMENT

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement, Restricted Stock Unit Agreement (Nuance Communications, Inc.)

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Merger or Asset Sale. In the event of a merger of the Company with or into another corporation, or the sale of substantially all of the assets of the Company, this award of Restricted Stock Units to the extent it remains outstanding at such time shall be assumed or an equivalent right substituted by the successor US RSU AGREEMENT corporation or a Parent or Subsidiary of the successor corporation. In the event that the successor corporation refuses to assume or substitute for this award of Restricted Stock Units, the Grantee will fully vest in this award of Restricted Stock Units and the Shares issuable thereunder will be issued, even if the Restricted Stock Units would not otherwise be vested and all vesting criteria will be deemed achieved at target levels and all other terms and conditions met.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Nuance Communications, Inc.)

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