Performance Vesting Units. With respect to the remaining 50% of the Profits Interest Units subject to this Agreement (the “Performance Vesting Units”), the Performance Vesting Units will vest as follows, subject to a Participant’s continued employment through the applicable vesting date (except as otherwise provided in Section 3 or 4 below): ◦ 1/3 of the Performance Vesting Units will vest upon the later of (x) the Sponsors receiving aggregate cash amounts representing a multiple of cumulative Sponsor invested capital (excluding, for the avoidance of doubt, any Participant investments in Class A-2 Interests of the Partnership) (“MOIC”) equal to 1.5x and (y) the occurrence of a Change of Control, an Initial Public Offering or a Qualifying Leveraged Recapitalization (as defined below); ◦ 1/3 of the Performance Vesting Units will vest upon the later of (x) the Sponsors receiving aggregate cash amounts representing a MOIC equal to 2.0x and (y) (if not having previously occurred) the occurrence of a Change of Control, an Initial Public Offering or a Qualifying Leveraged Recapitalization; and ◦ 1/3 of the Performance Vesting Units will vest upon the later of (x) the Sponsors receiving aggregate cash amounts representing a MOIC equal to 2.5x and (y) (if not having previously occurred) the occurrence of a Change of Control, an Initial Public Offering or a Qualifying Leveraged Recapitalization. The General Partner shall determine what MOIC, if any, is attained in respect of the aggregate cash amounts received by the Sponsors. If not previously forfeited, unvested Performance Vesting Units shall be forfeited upon the final disposition by the Sponsors of all their Class A-1 Interests of the Partnership. For purposes of calculating MOIC, Marketable Securities shall be treated as cash.
Performance Vesting Units. With respect to the remaining 40% of the Class B Profits Interest Units subject to this Agreement (the “Performance Vesting Units”), the Performance Vesting Units will vest as follows, subject to a Participant’s continued employment through the applicable vesting date (except as otherwise provided in Section 3 below):
• 1 3 of the Performance Vesting Units will vest upon the earlier of (x) the Sponsor receiving aggregate cash amounts in respect of its investment in the Partnership representing a multiple of cumulative Sponsor invested capital (“MOIC”) equal to 1.2x and (y) the occurrence of a Change of Control in which the Hypothetical Sale MOIC is at or in excess of 1.2X; • 1/3 of the Performance Vesting Units will vest upon the earlier of (x) the Sponsor receiving aggregate cash amounts in respect of its investment in the Partnership representing a MOIC equal to 1.6x and (y) the occurrence of a Change of Control in which the Hypothetical Sale MOIC is at or in excess of 1.6x; and • 1/3 of the Performance Vesting Units will vest upon the earlier of (x) the Sponsor receiving aggregate cash amounts in respect of its investment in the Partnership representing a MOIC equal to 2.0x and (y) the occurrence of a Change of Control in which the Hypothetical Sale MOIC is at or in excess of 2.0x.
Performance Vesting Units. Any Class B Units granted hereunder that are not Time-Vesting Units and all Class C Units granted hereunder will be “Performance-Vesting Units.” Initially, all Performance-Vesting Units will be Unvested Units.
Performance Vesting Units. Upon the consummation of a Sponsors’ Exit, the Performance-Vesting Units shall become 100% vested, subject to the Participant’s continuous employment with the Company or an Affiliate of the Company through the date of such Sponsors’ Exit.
Performance Vesting Units. Fifty percent (50%) of the Unit Award are subject to vesting based on attainment of MoM (as defined in the Unit Award agreement) hurdles (the “Performance Vesting Units”) as set forth in the Unit Award agreement, subject to Executive’s continued employment with the Company on the applicable vesting date.
Performance Vesting Units. The Board hereby grants to the Participant Units (“Performance Vesting Units”) that will be earned and vested only at the time and upon achievement of the Performance Goals ("Goals") of the Average Annual Return on Invested Capital of the Company ("ROC") at Target of 7.608% (subject to adjustment as described below) over the period January 1, 2021 to December 31, 2023 ("Performance Period") at, below or above Target in accordance with the following chart, provided the Participant remains employed by the Company as of December 31, 2023. THRESHOLD: 90% 50% 360 TARGET: 100% 100% 719 MAXIMUM: 110% 150% 1,079 The number of Performance Vesting Units (rounded to the nearest whole share) earned will be interpolated from 50% to 100% of the Target Units for performance between Threshold and Target Goals and will Maximum Goals. The Board, in its sole discretion, may adjust the ROIC for the Performance Period, including adjustment that may result in non-GAAP financial measures, such as the effect of changes in accounting standards, tax laws and regulations, and extraordinary, non-recurring or unusual events specified by the Board, including write-offs or write-downs, capital gains or losses, acquisitions or divestitures, restructurings and litigation judgements and settlements.
Performance Vesting Units. If the Performance Vesting Units are not vested as of the date of termination, the Performance Vesting Units will remain outstanding until the 180th day following the date of termination (not to exceed the fifth anniversary of the Closing), and if the Test Date occurs prior to the last day of such 180-day period and the Investors meet the applicable Cumulative Total Return goal as of the Test Date, the Purchaser will vest in a number of Performance Vesting Units at such time as each applicable Cumulative Total Return goal is met. All other Performance Vesting Units will be forfeited. In the event that (i) the Company consummates an initial public offering of its equity interests prior to the third anniversary of the Closing and (ii) the Purchaser’s service as a member of the HCI Board is terminated without Cause after the third anniversary of the Closing, then the unvested Performance Vesting Units shall remain outstanding until the Test Date. If the Performance Vesting Units remain outstanding but not yet vested as of the fifth anniversary of the Closing, they shall be forfeited.
Performance Vesting Units. (i) Tranche 1 Performance Units. One-hundred percent (100%) of the Tranche 1 Performance Units shall become Vested Units upon the consummation of a Change in Control if the Advent Group achieves a MOIC equal to at least two (2), subject to the Participant's continued employment with the Partnership or one of its Subsidiaries through the date of such Change in Control. For the avoidance of doubt, the Tranche 1 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two (2).
(ii) Tranche 2 Performance Units. One-hundred percent (100%) of the Tranche 2 Performance Units shall become Vested Units upon the consummation of a Change in Control to if the Advent Group achieves a MOIC equal to at least two and one-half (2.5), subject to the Participant's continued employment with the Partnership or one of its Subsidiaries through WEIL:\9609935411111623.0364 the date of such Change in Control. For the avoidance of doubt, the Tranche 2 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than two and one-half (2.5).
(iii) Tranche 3 Performance Units. One-hundred percent (100%) of the Tranche 3 Performance Units shall become Vested Units upon the consummation of a Change in Control if the Advent Group achieves a MOIC equal to at least three (3), subject to the Participant's continued employment with the Partnership or one of its Subsidiaries through the date of such Change in Control. For the avoidance of doubt, the Tranche 3 Performance Units shall not vest if the Advent Group receives Advent Cash Amounts resulting in a MOIC of less than three (3).
Performance Vesting Units. The conditions to the vesting of the Performance-Vesting Executive Incentive Units set forth in Section 2(b)(ii) of the Agreement are hereby deemed satisfied and, as of the date hereof, the Performance-Vesting Executive Incentive Units are deemed 100% vested.
Performance Vesting Units. Fifty percent (50%) of the Incentive Units, allocated proportionally among Class D-1 Units, Class D-2 Units and Class D-3 Units, shall vest (subject to continued employment through the vesting date) on the date on which they become Participating Class D Units (the “Performance-Vesting Units”). All Performance-Vesting Units which do not vest on or prior to the date that Apax Group sells all of its equity interests in the Partnership will be forfeited; provided, however if on the date that Apax Group sells all of its equity interests in the Partnership, Accenture Group owns more than 50% of the equity interests in the Partnership and any Performance-Vesting Units remain unvested as of such date, the definition of “MOIC” will be read such that all references to “Apax Group” shall instead refer to “Accenture Group.”
