Common use of Termination in Anticipation of a Change in Control Clause in Contracts

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, Participant’s employment is terminated (other than by reason of Participant’s death) by the Corporation without Cause or by Participant for Good Reason, or if Participant’s employment is deemed to have been so terminated pursuant to Section 7.7(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any Unvested Share Units then in effect will terminate as of the end of the day on the day immediately preceding Participant’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b) are met); and (ii) all Deferred Share Units that thereby become Awarded Share Units will be released from the terms and conditions of the Agreement pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 2 contracts

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc), Restricted Stock Agreement (PNC Financial Services Group Inc)

AutoNDA by SimpleDocs

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, ParticipantXxxxxxx’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantXxxxxxx’s employment is deemed to have been so terminated pursuant to Section 7.7(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, ParticipantGrantee’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantGrantee’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.6(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.6(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.6(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement issued or reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third fifth (3rd5th) anniversary of the Grant Date, ParticipantGrantee’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantGrantee’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.6(b), then: (i) the Three-Year all remaining applicable Continued Employment Performance Goal Goals will be deemed to have been achieved and the Restricted Period or Periods with respect to any all then outstanding Unvested Share Units then in effect Shares, if any, will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.6(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.6(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement issued or reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third fifth (3rd5th) anniversary of the Grant Date, ParticipantXxxxxxx’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantXxxxxxx’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.6(b), then: (i) the Three-Year all remaining applicable Continued Employment Performance Goal Goals will be deemed to have been achieved and the Restricted Period or Periods with respect to any all then outstanding Unvested Share Units then in effect Shares, if any, will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.6(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.6(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant DateNovember , Participant200 , Grantee’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantGrantee’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.5(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.5(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.5(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement issued or reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

AutoNDA by SimpleDocs

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, ParticipantGrantee’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantGrantee’s employment is deemed to have been so terminated pursuant to Section 7.7(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement issued or reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, Participant20 , Xxxxxxx’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantGrantee’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.5(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.5(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.5(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Termination in Anticipation of a Change in Control. (a) Notwithstanding anything in the Agreement to the contrary, if, after the occurrence of a CIC Triggering Event but prior to a CIC Failure and prior to the third (3rd) anniversary of the Grant Date, ParticipantXxxxxxx’s employment is terminated (other than by reason of ParticipantGrantee’s death) by the Corporation without Cause or by Participant Grantee for Good Reason, or if ParticipantXxxxxxx’s employment is deemed to have been so terminated pursuant to Section 7.7(b7.6(b), then: (i) the Three-Year Continued Employment Performance Goal will be deemed to have been achieved and the Restricted Period with respect to any then outstanding Unvested Share Units then in effect Shares will terminate as of the end of the day on the day immediately preceding ParticipantGrantee’s Termination Date (or, in the case of a qualifying termination pursuant to Section 7.7(b7.6(b), the date all of the conditions set forth in clauses (i), (ii) and (iii) of the first or second paragraph, as the case may be, of Section 7.7(b7.6(b) are met); and (ii) all Deferred Share Units Restricted Shares that thereby become Awarded Share Units Shares will be released from the terms and conditions of the Agreement reissued by PNC pursuant to Section 9 as soon as administratively practicable following such date.

Appears in 1 contract

Samples: Restricted Stock Agreement (PNC Financial Services Group Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!