PERFORMANCE SHARE UNIT AGREEMENT Sample Clauses

PERFORMANCE SHARE UNIT AGREEMENT. Pursuant to the Fiserv, Inc. 2007 Omnibus Incentive Plan (the “Plan”), Fiserv, Inc., a Wisconsin corporation (the “Company”), has granted you Performance Share Units (the “Award”) entitling you to receive such number of shares of Company common stock (the “Shares”) as set forth in the Award Memorandum on the terms and conditions set forth in this agreement (this “Agreement”), the Award Memorandum and the terms of the Plan. Capitalized terms used in this Agreement and not defined herein shall have the meanings set forth in the Plan. In the event of a conflict between the terms of this Agreement or the Award Memorandum and the terms of the Plan, the terms of the Plan shall govern. In the event of a conflict between the terms of this Agreement and the Award Memorandum, the terms of this Agreement shall govern.
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PERFORMANCE SHARE UNIT AGREEMENT. (a) Notwithstanding anything contained herein to the contrary, in the event of a Change in Control and provided the Participant’s Business Relationship with the Company or Affiliate has not ceased, either (i) this Agreement will be continued, assumed, converted, or substituted for (consistent with paragraph (c) below) immediately following a Change in Control using restricted stock (the “Restricted Stock”) of the Company, Parent Corporation or Surviving Corporation (the latter two terms as defined below) and subject to the vesting schedule in paragraph (b) below or (ii) all of the Shares underlying the Performance Share Unit award that have not previously been paid or earned shall be treated as earned (to the Target Performance Share Unit level) and shall be paid out in a single lump sum within 30 days following the Change in Control. The Committee shall determine the actions under this paragraph (a).
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PERFORMANCE SHARE UNIT AGREEMENT. Subject to the provisions of the Grant Notice and the Performance Share Unit Agreement, the number of PSUs covered by this Agreement that will vest on the Performance Vesting Date (the “Final Adjusted Units”) will be determined by a three-step calculation:
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PERFORMANCE SHARE UNIT AGREEMENT. Performance Share Unit Transferability This grant is an award of performance share units in the number of units set forth on the cover sheet, subject to the vesting conditions described below (“Share Units”). Your Share Units may not be transferred, assigned, pledged or hypothecated, whether by operation of law or otherwise, nor may the Share Units be made subject to execution, attachment or similar process. Definitions Capitalized terms not defined in this Agreement are defined in the Plan, and have the meaning set forth in the Plan. The following additional terms have the meanings provided below:
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PERFORMANCE SHARE UNIT AGREEMENT. (a) Notwithstanding anything contained herein to the contrary, in the event of a Change in Control and provided the Participant’s Business Relationship with the Company or Affiliate has not ceased, either (i) this Agreement will be continued, assumed, converted, or substituted for (consistent with paragraph (c) below) immediately following a Change in Control using restricted stock (the “Restricted Stock”) of the Company, Parent Corporation or Surviving Corporation (the latter two terms as defined below), converted, as appropriate, based on the Acquisition Price, and subject to the vesting schedule in paragraph (b) below or (ii) all of the Shares underlying the Performance Share Unit award shall be treated as earned based on Relative Share Price Performance as of the date the Change in Control occurs using the Acquisition Price as the Average Closing Price and shall be paid out in a single lump sum within 30 days following the Change in Control. The Committee shall determine the actions under this paragraph (a).
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PERFORMANCE SHARE UNIT AGREEMENT. APPENDIX A This Appendix A includes additional terms and conditions that govern the Award granted to the Grantee under the Plan if the Grantee resides or works in one of the countries listed below. If the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently residing and/or working, is considered a resident of another country for local law purposes or if the Grantee transfers employment and/or residency between countries after the award date, the Company will, in its discretion, determine the extent to which the terms and conditions herein will be applicable to the Grantee. Moreover, if the Grantee relocates to one of the countries listed below, the special terms and conditions for such country will apply to the Grantee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons. Certain capitalized terms used but not defined in this Appendix A have the same meanings set forth in the Plan and/or the Agreement, as applicable. This Appendix A also includes information regarding securities, exchange control and certain other tax or legal issues of which the Grantee should be aware with respect to the Grantee’s participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of July 2023. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Grantee not rely on the information in this Appendix A as the only source of information relating to the consequences of the Grantee’s participation in the Plan because the information may be out of date when the Award vests, Stock are issued to the Grantee and/or the Grantee sells Stock acquired under the Plan. In addition, the information contained herein is general in nature and may not apply to the Grantee’s particular situation and the Company is not in a position to assure the Grantee of a particular result. Accordingly, the Grantee is advised to seek appropriate professional advice as to how the relevant laws in the Grantee’s country may apply to his or her situation. Furthermore, additional privacy laws may apply in the Grantee’s country. Finally, if the Grantee is a citizen or resident of a country other than the one in which the Grantee is currently residing and/or working, is considered a resident of another country for local law purposes or if the Gra...
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PERFORMANCE SHARE UNIT AGREEMENT. Exhibit A
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PERFORMANCE SHARE UNIT AGREEMENT. HILTON 2017 OMNIBUS INCENTIVE PLAN This Performance Share Unit Agreement, effective as of the Date of Grant (as defined below), is between Hilton Worldwide Holdings Inc., a Delaware corporation (the “Company”), and the individual listed in the Award Notice as the “Participant.” Capitalized terms have the meaning set forth in Section 25, or, if not otherwise defined herein, in the Hilton 2017 Omnibus Incentive Plan (as it may be amended, the “Plan”).
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Related to PERFORMANCE SHARE UNIT AGREEMENT

  • Performance Share Award If your Award includes a Performance Share Award, and you voluntarily terminate your employment prior to the end of the Performance Period, you will forfeit your entire Performance Share Award. 

  • Performance Share Units The Committee may, in its discretion, grant to Executive performance share units subject to performance vesting conditions (collectively, the “Performance Units”), which shall be subject to restrictions on their sale as set forth in the Plan and an associated Performance Unit Grant Letter.

  • Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.

  • Performance Stock Units The Company may grant to Executive performance stock units (“PSUs”) pursuant to the Incentive Plan. All PSUs are subject to and conditioned on approval of the grant and its terms by the Board. All granted PSUs shall vest as provided in the applicable PSU grant notice and grant agreement (“PSU Agreement”). All PSUs shall be subject to the terms and conditions of the Incentive Plan and a PSU Agreement in a form prescribed by the Company, which Executive must sign as a condition to receiving the PSUs.

  • Performance Shares The Performance Shares earned by the Grantee will be determined and delivered to the Grantee as soon as practicable subsequent to the determination of the Corporation’s financial results for the Performance Cycle and approval by the Plan Administrator. The corresponding shares of the Corporation’s common stock will be purchased on the open market.

  • Share Award The Corporation hereby awards the Employee Shares (Shares) of Common Stock, par value $1.50 per share (Common Stock) of the Corporation pursuant to the 2007 Viad Corp Omnibus Incentive Plan (Plan), subject to the terms, conditions, and restrictions of such Plan and as hereinafter set forth.

  • Restricted Stock Unit Award Subject to the terms and conditions of the Plan and this Award Agreement, the Company hereby grants to the Participant the number of Restricted Stock Units indicated in the Notice of Grant (the “RSUs”). Each RSU represents one notional Share.

  • Performance Units Subject to the limitations set forth in paragraph (c) hereof, the Committee may in its discretion grant Performance Units to any Eligible Person and shall evidence such grant in an Award Agreement that is delivered to the Participant which sets forth the terms and conditions of the Award.

  • RESTRICTED STOCK UNITS AWARD The Compensation and Management Development Committee of the Board of Directors of Xxxxxxx-Xxxxx Squibb Company (the “Committee”) has granted to you as of the Award Date an Award of RSUs as designated herein subject to the terms, conditions, and restrictions set forth in this Agreement and the Plan. Each RSU shall represent the conditional right to receive, upon settlement of the RSU, one share of Xxxxxxx-Xxxxx Squibb Common Stock (“Common Stock”) or, at the discretion of the Company, the cash equivalent thereof (subject to any tax withholding as described in Section 4). The purpose of such Award is to motivate and retain you as an employee of the Company or a subsidiary of the Company, to encourage you to continue to give your best efforts for the Company’s future success, and to increase your proprietary interest in the Company. Except as may be required by law, you are not required to make any payment (other than payments for taxes pursuant to Section 4 hereof) or provide any consideration other than the rendering of future services to the Company or a subsidiary of the Company.

  • Award of Performance Stock Units The Company hereby grants to you, effective as of the Grant Date, an Award of Performance Stock Units for that number of Performance Stock Units communicated to you and set forth in the Company’s records (the “PSUs”), on the terms and conditions set forth in such communication, this Agreement and the Plan. Each PSU represents the right to receive one share of Stock, subject to the terms and conditions set forth herein.

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