Stock Price Hurdle PSUs Sample Clauses

Stock Price Hurdle PSUs. With respect to any outstanding Stock Price Hurdle PSUs, if an Executive incurs an Eligible Termination (other than a Termination due to Incapacity or a resignation for Good Reason as described in Section 1(K)(i)) after the date both the first 1-year service period and the lowest stock price hurdle condition have been achieved, but prior to the last day of the award’s performance period, then upon the Executive’s Termination Date, the Executive’s Stock Price Hurdle PSUs shall vest based on the number of PSUs for which both the stock price hurdle and service condition are deemed achieved as of such date. With respect to the service condition, Executive will be deemed to have achieved the 1-year service condition in which the Termination Date falls, with the number of PSUs achieving such condition prorated based on the number of days Executive provided service between the start date of the 1-year service period and the Executive’s Termination Date. With respect to the stock price hurdle condition, the number of PSUs achieving the condition as of the Termination Date shall include (i) all PSUs having achieved the condition and received Committee certification thereof as of the Termination Date (but which have not vested solely because they have not yet met the service condition) and (ii) to the extent that the Average Stock Price on the Termination Date exceeds one stock price hurdle but is below the next highest stock price hurdle, a proportionate number of PSUs that would have been deemed achieved upon the next highest stock price hurdle shall be deemed achieved as of the Termination Date, based on linear interpolation of the Termination Date’s Average Stock Price between the two stock price hurdles, subject to certification by the Committee. Notwithstanding the foregoing, if as of the Executive’s Eligible Termination the Company’s material weakness in its control over financial reporting identified as of December 31, 2022 has not been remediated, then the Committee, in its sole discretion, shall have the right to reduce the number of Stock Price Hurdle PSUs vesting on the Termination Date by 20%, and the shares of common stock of the PSU relating to such reduction that would have otherwise vested shall be forfeited. Any portion of the Stock Price Hurdle PSUs that do not vest as of the Termination Date, shall be forfeited on such date.
Sample 1Sample 2
AutoNDA by SimpleDocs

Related to Stock Price Hurdle PSUs

  • MANAGEMENT RIGHTS 3.01 The Union acknowledges that all management rights and prerogatives are vested exclusively with the Employer and without limiting the generality of the foregoing; it is the exclusive function of the Employer:

  • Definition The following definition applies in addition to the definitions in Chapter 287, Florida Statutes (F.S.), and Rule Chapter 60A-1, Florida Administrative Code (F.A.C.):

  • RECITALS The above recitals are true and correct and are incorporated herein, in their entirety, by this reference.

  • Taxes The Company shall pay, and shall cause each of its Subsidiaries to pay, prior to delinquency, all material taxes, assessments, and governmental levies except such as are contested in good faith and by appropriate proceedings or where the failure to effect such payment is not adverse in any material respect to the Holders of the Notes.

  • Termination for Cause If Vendor fails to materially perform pursuant to the terms of this Agreement, TIPS shall provide written notice to Vendor specifying the default. If Vendor does not cure such default within thirty (30) days, TIPS may terminate this Agreement, in whole or in part, for cause. If TIPS terminates this Agreement for cause, and it is later determined that the termination for cause was wrongful, the termination shall automatically be converted to and treated as a termination for convenience.

  • Scope of Services The specific scope of work for each job shall be determined in advance and in writing between TIPS Member, Member’s design professionals and Vendor. It is permitted for the TIPS Member to provide a general scope description, but the awarded vendor should provide a written scope of work, and if applicable, according to the TIPS Member’s design Professional as part of the proposal. Once the scope of the job is agreed to, the TIPS Member will issue a PO and/or an Agreement or Contract with the Job Order Contract Proposal referenced or as an attachment along with bond and any other special provisions agreed by the TIPS Member. If special terms and conditions other than those covered within this solicitation and awarded Agreements are required, they will be attached to the PO and/or an Agreement or Contract and shall take precedence over those in this base TIPS Vendor Agreement.

  • Changes This Agreement may not be modified or amended except pursuant to an instrument in writing signed by the Company and the Investor.

  • PREAMBLE The parties agree that this article constitutes the method and procedure for a final and conclusive settlement of any dispute (hereinafter referred to as "the grievance") respecting the interpretation, application, operation or alleged violation of this Collective Agreement, including a question as to whether a matter is arbitrable.

  • Payment Terms DXC agrees to pay Supplier the undisputed amount of an invoice within ninety (90) days after the receipt of a valid, complete and properly documented invoice. Any prompt payment discount will be calculated from the date a conforming invoice is received by DXC. Payment will be in U.S. currency unless otherwise stated. Payment will not constitute acceptance of Products and/or Services or impair DXC’s right to inspect. Acceptance shall be when DXC deems the Products and/or Services to meet its specified criteria (“Acceptance”). DXC, at its option, and without prior notice to Supplier, shall have the right to set off or deduct from any Supplier’s invoice, any credits, refunds or claims of any kind due DXC.

  • Definitions and Interpretation 1.1 In this Agreement:

Time is Money Join Law Insider Premium to draft better contracts faster.