Share Units. Subject to the terms and conditions set forth herein,
Share Units. An award of share units gives the participant the right to receive payment at the end of a vesting period based on the value of the Common Share at the time of vesting. Share units are subject to vesting requirements, restrictions and conditions to payment as the Compensation Committee determines are appropriate. Such vesting requirements may be based on the continued employment of the participant for a specified time period or on the attainment of specified business performance goals established by the Committee. Share unit awards are payable in cash or in Common Shares or in a combination of both. Share units may also be granted together with related dividend equivalent rights.
Share Units. Provided that Shares have been offered for sale to the public in compliance with the Securities Act on or prior to December 31, 1995, the Company shall establish a Share Unit Account for the Executive, and shall credit thereto a number of share units equal to $1,500,000 divided by the initial offering price of one share of Class A Common Stock as established at the Offering Date, rounded to the next lower whole unit. Thereafter, as of each July 1 during the Term of Employment, the Company shall credit to such Share Unit Account a number of share units equal to (x) $1,500,000 divided by (y) the average closing price of the Class A Common Stock on the New York Stock Exchange or any other national securities exchange or other market system as reported by the Wall Street Journal for the twenty (20) trading days next preceding such July 1 (the "Average Share Price"), rounded to the next lower whole unit. The number of share units credited as of any July 1 shall not exceed 100,000. In the event that, as of any July 1, the Average Share Price times 100,000 shall be less than $1,500,000, the amount of such deficiency shall be credited as a cash addition to a bookkeeping account in the name of the Executive, and shall be credited with interest and paid to the Executive in accordance with Section 3(c) of the Employment Agreement. Additionally, as of each date during the Term of Employment (and continuing thereafter until full payment of share units shall be made) that the Company shall declare a dividend to holders of record of the Class A Common Stock (a "Record Date"), the Company shall credit to such Share Unit Account a number of share units equal to (x) the aggregate dividend payable on a number of shares equal to the number of share units credited to the Share Unit Account as of such Record Date, divided by (y) the average closing price of the Class A Common Stock on the New York Stock Exchange or any other national securities exchange or other market system as reported by The Wall Street Journal for the twenty (20) trading days next preceding such Record Date, rounded to the next lower whole unit. Share units credited to the Share Unit Account during any Contract Year hereunder shall be non-forfeitable as long as the Executive shall remain in the employ of the Company during the entirety of such Contract Year. In the event that the employment of Executive shall terminate during any Contract Year hereunder (other than a termination due to disability or death, ...
Share Units. Subject to the terms of this Agreement and the Plan, the Participant is hereby awarded Performance Units under the Plan in an amount specified and determined pursuant to Schedule 1 of this Agreement. Subject to paragraph 3 below, each Performance Unit under this Section 1(a) shall entitle the Participant to a Common Share of the Company on the Settlement Date for that Performance Unit, as provided in paragraph 4 below.
Share Units. At or prior to the Effective Time, the Company shall make all necessary arrangements to cause any Company Share units under the Company's Compensation and Benefit Plans to be converted into share units with respect to Parent Common Stock by multiplying the Company Shares subject to such Company Share units by the Exchange Ratio.
Share Units. The Committee may grant Share Units, each of which shall represent one hypothetical Common Share, to an Employee, Non-Employee Director or Consultant upon such terms and conditions as the Committee deems appropriate. The following provisions are applicable to Share Units:
Share Units. This award will be registered in the name of the Participant on the Corporation's books as of the Award Date until the Share Units are vested (i.e., the restrictions lapse). As such time as the Share Units vest, if ever, the Share Units will be converted into shares of common stock of the Corporation (the "Shares") on a one-for-one basis. Until the Share Units vest, the Participant will not be entitled to any rights of a shareholder.
Share Units. Share Units shall be credited to Executive's Account promptly upon the execution of this Agreement by both parties. The value of Share Units for the purposes of crediting the account and periodic Dividend Equivalents shall be the average of the high and low prices for Shares as reported on the New York Stock Exchange on the last trading day on which Shares were traded preceding the date on which this Agreement was executed by both parties or the applicable dividend payment date, as the case may be. Any fractional Share Units shall be carried forward and credited to Executive's Account in conjunction with subsequent fractional Share Units on Dividend Equivalents. The number of Share Units in the account shall be adjusted to give effect to any increase or decrease in the number of issued and outstanding Shares through the declaration of a stock dividend, or through recapitalization resulting in a stock split, combination or exchange of Shares of the Corporation, or the like. Share Units shall not entitle Executive or any other person to the rights of a shareholder.
Share Units. Subject to Section 2.8, at or prior to the Closing, Seller shall cause each holder of a Share Unit which is outstanding at that time to be paid an amount in cash equal to the product of (a) the Fair Market Value (as defined in the Company’s 2014 Share Unit Plan) of the Share Unit and (b) the number of Share Units subject to the applicable award of Share Units (less applicable withholding), which amount will be paid regardless of any vesting requirement which may otherwise have applied to such Share Unit following the Closing under the original terms of the award of Share Units (any such amounts paid or withheld plus the employer portion of any payroll Taxes due with respect thereto, “Share Units Expenses”). Except as specified above, such payments shall be made subject to the terms of the Company’s 2014 Share Unit Plan and applicable award agreement.
Share Units. Further, neither the Ministry of Economy nor the Dubai Department of Economic Development has approved this statement nor taken steps to verify the information set out in it, and has no responsibility for it. Residents of the United Arab Emirates who have any questions regarding the contents of the Plan and the Agreement should obtain independent professional advice. UNITED KINGDOM Terms and Conditions Responsibility for Taxes. This provision supplements Section 6 of the RSU Agreement (Responsibility for Taxes): Without limitation to Section 6 of the RSU Agreement, the Grantee agrees that he or she is liable for all Tax-Related Items and hereby covenants to pay all such Tax-Related Items, as and when requested by the Company or the Service Recipient or by His Majesty’s Revenue & Customs (“HMRC”) (or any other tax authority or any other relevant authority). The Grantee also agrees to indemnify and keep indemnified the Company and the Service Recipient, as applicable, against any Tax-Related Items that they are required to pay or withhold or have paid or will pay to HMRC (or any other tax authority or any other relevant authority) on the Grantee’s behalf. Notwithstanding the foregoing, if the Grantee is a director or executive officer of the Company (within the meaning of Section 13(k) of the Exchange Act), the Grantee understands that he or she may not be able to indemnify the Company for the amount of any Tax-Related Items not collected from or paid by the Grantee, if the indemnification could be considered to be a loan. In this case, the Tax-Related Items not collected or paid may constitute a benefit to the Grantee on which additional income tax and National Insurance Contributions (“NICs”) may be payable. The Grantee understands that he or she will be responsible for reporting and paying any income tax due on this additional benefit directly to HMRC under the self-assessment regime and for paying to the Company and/or the Service Recipient (as appropriate) the amount of any NICs due on this additional benefit, which may also be recovered from the Grantee by any of the means referred to in Section 6 of the RSU Agreement.
