Stock Performance Plan and All Other Stock-Based Plans Sample Clauses

Stock Performance Plan and All Other Stock-Based Plans. (1) At the Effective Time, the Delaware Company shall take all steps necessary to cause any shares of Delaware Company Common Stock granted pursuant to any Delaware Company Plan, including, without limitation, the Delaware Company's 1999 Stock Performance Incentive Plan (the "Stock Performance ----------------- Plan"), to be converted into shares of Surviving Corporation Common Stock in ---- accordance with Section 2.1(i) hereof. Except as provided herein or as otherwise agreed to by the Parties, and to the extent permitted by the applicable plan or agreement, the provisions in any plan, program or arrangement (other than the Stock Performance Plan and the Delaware Company Option Plans) providing for the issuance or grant of any other interest in respect of the capital stock of the Delaware Company or any of its Subsidiaries will be terminated as of the Effective Time. (2) No shares of Delaware Company Stock shall be awarded or issued on or before the Effective Time on account of the occurrence of the transactions contemplated hereby pursuant to any Delaware Company Plan, including, without limitation, the Stock Performance Plan, and any discretion or any decision to be made by any person, committee or company with regard to the award or issue of Delaware Company Stock pursuant to any Delaware Company Plan shall not be made to grant any such award or approve or otherwise authorize such award or issuance. Prior to the Effective Time and except as set forth in this Section 5.8, the Delaware Company shall cause each person who has a right to have Delaware Company Stock either awarded or issued prior to the Effective Time under a Delaware Company Plan whether or not on account of the occurrence of the transactions contemplated hereby to execute a waiver whereby such person agrees to release the Delaware Company of its obligation to award or issue Delaware Company Stock under such Delaware Company Plan. After the Closing, the Texas Company shall assume the Stock Performance Plan in accordance with its terms (or adopt a substantially similar plan or utilize an existing Texas Company plan) with respect to the Persons named in Section 3.17(e) of the Delaware Company Disclosure Schedule, and the "Stock Price" which must be attained under Section 3 of the Stock Performance Plan and the number of shares of Delaware Company Common Stock allocated to such individuals set forth in Section 3.17(e) of the Delaware Company Disclosure Schedule shall be subject to appropriat...
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Related to Stock Performance Plan and All Other Stock-Based Plans

  • Stock-Based Awards The vesting of any stock-based compensation awards which constitute Section 409A Deferred Compensation and are held by the Executive, if the Executive is a Specified Employee, shall be accelerated in accordance with this Agreement to the extent applicable; provided, however, that the payment in settlement of any such awards shall occur on the Delayed Payment Date. Any stock based compensation which vests and becomes payable upon a Change in Control in accordance with Section 8(e)(i) shall not be subject to this Section 22(d).

  • 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.

  • 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 Awards With respect to any Performance Award, the length of any Performance Period, the Performance Goals to be achieved during the Performance Period, the other terms and conditions of such Award, and the measure of whether and to what degree such Performance Goals have been attained will be determined by the Board.

  • Stock Units As used herein, the term “Stock Unit” shall mean a non-voting unit of measurement which is deemed for bookkeeping purposes to be equivalent to one outstanding share of the Company’s Common Stock (“Share”) solely for purposes of the Plan and this Award Agreement. The Stock Units shall be used solely as a device for the determination of the payment to eventually be made to the Participant if such Stock Units vest pursuant to this Award Agreement. The Stock Units shall not be treated as property or as a trust fund of any kind.

  • Grant of Performance Stock Units Subject to the terms of this Agreement, and the Incentive Plan, effective as of the Grant Date the Participant is hereby granted [Number] Performance Stock Units (the “Target Performance Units”). This Award contains the right to dividend equivalents (“Dividend Equivalents”) with respect to Earned Performance Units (as defined in Section 3(a)) as described in Section 4. Each Performance Stock Unit awarded hereunder shall become earned and vested as described in Section 3 and each Earned Performance Unit (and associated Earned Dividend Equivalents thereon as described in Section 4) shall be settled in accordance with Section 5.

  • 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.

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

  • Performance Shares Each Performance Share is a bookkeeping entry that records the equivalent of one Share. Upon the vesting of the Performance Shares as provided in Section 2, the vested Performance Shares will be settled as provided in Section 3.

  • Stock Based Compensation Executive will be eligible to participate in the Company's Employee Stock Purchase Plan and to be considered by the Compensation Committee for grants or awards of stock options or other stock-based compensation under the Company's Stock Incentive Plan or similar plans from time to time in effect. All such grants or awards shall be governed by the governing Plan and shall be evidenced by the Company's then standard form of stock option, restricted stock or other applicable agreement.

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