Termination by the Company without Cause or Resignation for Good Reason and not in Connection with a Change of Control. Except as occurring during a CIC Protective Period (as defined below), if the Grantee has a Termination of Service by the Company without Cause (as defined below) or the Grantee resigns for Good Reason (as defined below), then any then-outstanding RSUs will continue to vest and will settle (or be paid) in accordance with the Settlement Schedule.
Termination by the Company without Cause or Resignation for Good Reason and not in Connection with a Change of Control. Except as occurring during a CIC Protective Period (as defined below), if the Grantee has a Termination of Service by the Company without Cause (as defined below) or the Grantee resigns for Good Reason (as defined below), then, without regard for the Grantee’s continued service with the Company, PSUs will remain outstanding and eligible to vest at the end of the Performance Period based on actual performance, pro-rated for the number of days the Grantee was employed with the Company during the Performance Period through and including the date of Termination of Service and will settle (or be paid) in accordance with the Settlement Schedule.
