Restricted Equity Units Clause Samples

Restricted Equity Units. Pursuant to the Prior Agreement, you were previously granted the number of restricted equity units (“REUs”) under The Beneficient Company Group, L.P. 2017 Equity Incentive Plan (as amended, the “Ben EIP”) representing common units in The Beneficient Company Group, L.P. (“BCG”) with a fair market value, as determined by the Board of Ben Management in its sole discretion as of the date of grant, equal to $1,000,000.00. If as of the date the common units of BCG (or the Class A common stock, $0.001 par value per share, of Beneficient (the “Class A Common Stock,”) as the successor of BCG) become listed and traded on the New York Stock Exchange or The NASDAQ Stock Market (the “Listing Date”) the fair market value of the common units of BCG, or the Class A Common Stock of Beneficient, as the successor of BCG, subject to the REUs is less than $1,000,000.00, then Beneficient agrees to cause to be granted to you additional REUs (or restricted stock units) such that the total fair market value of the common units (or shares of Class A Common Stock), as of the Listing Date, subject to the REUs (and restricted stock units) equals $1,000,000.00. Any such additional REUs (or restricted stock units) will be settled at the same time as the original REUs.

Restricted Equity Units. As soon as practicable after the Contingency has occurred, you will be granted the number of restricted equity units (“REUs”) under The Beneficient Company Group, L.P. 2017 Equity Incentive Plan, as has been adopted by the board of Management, (the “BEN EIP”) representing common units in BEN with a fair market value, as determined by the board in its sole discretion as of the date of grant, equal to $1,000,000.00. The REUs will be fully time-vested upon the date of grant and subject to certain other terms, conditions, limitations and restrictions, including performance-vesting criteria requiring that the common units of BEN become listed and traded on the New York Stock Exchange or The NASDAQ Stock Market, as determined by the board of Management and set forth in an REU award agreement (the “REU Award Agreement”). If as of the date the common units of BEN become listed and traded on the New York Stock Exchange or The NASDAQ Stock Market (the “Listing Date”) the fair market value of the common units subject to the REUs is less than $1,000,000.00, then you will be granted additional REUs such that the total fair market value of the common units, as of the Listing Date, subject to the REUs equals $1,000,000.00. Any such additional REUs will be settled at the same time as the original REUs. The BEN EIP will be adopted in substantially the form attached hereto as Ex. 1. The REU Award Agreement will be issued in substantially the form attached hereto as Ex. 2. ,

Restricted Equity Units. Subject to the terms and conditions hereof, the Partnership hereby grants Executive the number of Restricted Equity Units as is set forth on the signature page to this Agreement and Executive accepts such Restricted Equity Units from the Partnership. Each “Restricted Equity Unit” represents the right to receive from the Partnership, on the terms and conditions (and at the times) set forth in this Agreement (including Section 3.3), one Class A-2 Interest with a hypothetical capital contribution equal to, on the date hereof, $1 per Class A-2 Interest (but subject to adjustment pursuant to Section 4.3), provided that fractional Class A-2 Interests shall be settled in cash. The terms of Class A-2 Interests are set forth in, and governed by, the Partnership Agreement and Executive shall have no rights in respect of such Class A-2 Interests until the Company delivers such Class A-2 Interests pursuant to the terms hereof and Executive becomes a Class A-2 Limited Partner pursuant to the Partnership Agreement.

Restricted Equity Units. 12.1 The Employee was granted Restricted Equity Units (REUs) by TDS Investor (Cayman) L.P. on 1st May 2009 (the 2009 LTIP REUs) and 18th August 2010 (the 2010 LTIP REUs) pursuant to the TDS Investor (Cayman) L.P. Interest Plan in place at the time and Management Equity Award Agreements between the Employee and TDS Investor (Cayman) L.P. However, as per the terms of the Management Equity Award Agreements, except as expressly set forth in clause 12.4 below, upon the notification of the termination of her employment the Employee (as well as upon the termination of her employment) will cease to have any rights or entitlements to further vesting for either 2009 REUs or 2010 REUs, and any such rights or entitlements shall be forfeited and waived in their entirety, and any vested 2009 REUs shall be converted into Class A-2 Interests pursuant to the terms of the Management Equity Award Agreement and other definitive documentation from TDS Investor (Cayman) L.P.. Defined terms in this clause 12 shall, if not defined elsewhere in this Agreement, be defined as per the relevant Interest Plan or Management Equity Award Agreement described in this clause 12. 12.2 The 2009 LTIP REUs that previously vested and are Vested REUs (as defined in the 1st May 2009 Management Equity Award Agreement between the Employee and TDS Investor (Cayman) L.P.), i.e. 740,665 REUs, shall convert to Class A-2 Interests following the Termination Date pursuant to the terms of such 1st May 2009 Management Equity Award Agreement. 12.3 The 2009 LTIP REUs that have not already vested, totalling 361,023 REUs (which consists of 275,422 2009 LTIP REUs in the 2012 Tranche plus 85,601 eligible for Catch-Up Vesting calculated by reference to Travelport Limited’s financial performance in 2012 as compared with the Annual Goals established by Travelport Limited’s Board) shall remain eligible to vest on 1st January 2013, provided the Employee executes and complies with this Agreement and remains in continuous active employment (in accordance with clause 2.2 above) with the Company through to 1st January 2013, and section 3.1 of the 1st May 2009 Management Equity Award Agreement between the Employee and TDS Investor (Cayman) L.P. that excludes eligibility for vesting when the Employee has been notified of her termination of employment is hereby varied so that it does not apply. The exact number of the unvested 2009 LTIP REUs that will vest on 1st January 2013 shall be determined by 31st March 2013 as set fort...

Restricted Equity Units. As soon as practicable after the Contingency has occurred, you will be granted the number of restricted equity units (“REUs”) under The Beneficient Company Group, L.P. 2017 Equity Incentive Plan, as has been adopted by the board of Management, (the “BEN EIP”) representing common units in BEN with a fair market value, as determined by the board in its sole discretion as of the date of grant, equal to $ I ,000,000.00. The REUs will be fully time-vested upon the date of grant and subject to certain other terms, conditions, limitations and restrictions, including performance-vesting criteria requiring that the common units of BEN become listed and traded on the New York Stock Exchange or The NASDAQ Stock Market, as determined by the board of Management and set fo1ih in an REU award agreement (the “REU Award Agreement”). If as of the date the common units of BEN become listed and traded on the New York Stock Exchange or The NASDAQ Stock Market (the “Listing Date”) the fair market value of the common units subject to the REUs is less than $1,000,000.00, then you will be granted additional REUs such that the total fair market value of the common units, as of the Listing Date, subject to the REUs equals $1,000,000.00. Any such additional REUs will be settled at the same time as the original REUs. The BEN EIP will be adopted in substantially the form attached hereto as Ex. 1. The REU Award Agreement will be issued in substantially the form attached hereto as Ex. 2.