Common use of Termination of Membership on the Board Clause in Contracts

Termination of Membership on the Board. If: (a) the membership of the Participant on the Board is terminated prior to the Vesting Date and such termination of membership is a "separation from service" (within the meaning of Treas. Reg. § 1.409A-1(h) or any successor provision); and (b) the Participant is not removed from membership on the Board for Cause; the Restricted Stock Units will vest upon such termination, provided that (i) the number of Restricted Stock Units that vest will be reduced pro-rata to the extent of the vesting period not served by the Participant on the Board, and (ii) to the extent compliance with the requirements of Treasury Regulation § 1.409A-3(i)(2) (or any successor provision) is necessary to avoid the application of an additional tax under Section 409A of the Code to the issuance of Shares to the Participant, then notwithstanding any contrary provision hereof, any issuance of Shares to the Participant that would otherwise be made during the six-month period beginning on the date of the Participant's termination of membership on the Board will be deferred and delivered to the Participant immediately following the lapse of such six-month period. Except as set forth in this Section 7, all unvested Restricted Stock Units shall be forfeited as of termination.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Vishay Intertechnology Inc)

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Termination of Membership on the Board. If: (a) the The membership of the Participant on the Board is terminated prior to the Vesting Date and such termination of membership is a "separation from service" (within the meaning of Treas. Reg. § 1.409A-1(h) or any successor provision)section 409A of the Code and applicable Treasury Regulations issued under section 409A; and (b) the The Participant is not removed from membership on the Board for Cause; the The Restricted Stock Units will vest upon such termination, provided that (i) the number of Restricted Stock Units that vest will be reduced pro-rata to the extent of the vesting period not served by the Participant on the Board, Board and (ii) to the extent compliance with the requirements of Treasury Regulation § 1.409A-3(i)(2) (or any successor provision) is necessary to avoid the application of an additional tax under Section section 409A of the Code to the issuance of Shares to the Participant, then notwithstanding any contrary provision hereof, any issuance of Shares to the Participant that would otherwise be made during the six-month period beginning on the date of the Participant's termination of membership on the Board will be deferred and delivered to the Participant immediately following the lapse of such six-month period. Except as set forth in this Section 7, all unvested Restricted Stock Units shall be forfeited as of termination.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Vishay Intertechnology Inc)

Termination of Membership on the Board. If: (a) the membership of the Participant on the Board is terminated prior to the Vesting Date and such termination of membership is a "separation from service" (within the meaning of Treas. Reg. § 1.409A-1(h) or any successor provision); and (b) the Participant is not removed from membership on the Board for Cause; the Restricted Stock Units will vest upon such termination, provided that (i) the number of Restricted Stock Units that vest will be reduced pro-rata to the extent of the vesting period not served by the Participant on the Board, and (ii) to the extent compliance with the requirements of Treasury Regulation § 1.409A-3(i)(2) (or any successor provision) is necessary to avoid the application of an additional tax under Section 409A of the Code to the issuance of Shares to the Participant, then notwithstanding any contrary provision hereof, any issuance of Shares to the Participant that would otherwise be made during the six-month period beginning on the date of the Participant's ’s termination of membership on the Board will be deferred and delivered to the Participant immediately following the lapse of such six-month period. Except as set forth in this Section 7, all unvested Restricted Stock Units shall be forfeited as of termination.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Vishay Intertechnology Inc)

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Termination of Membership on the Board. If: (a) the The membership of the Participant on the Board is terminated prior to the Vesting Date and such termination of membership is a "separation from service" (within as described in Section 2(hh)(ii)(B) of the meaning of Treas. Reg. § 1.409A-1(h) or any successor provision)Program; and (b) the The Participant is not removed from membership on the Board for Cause; the The Restricted Stock Units will vest upon such termination, provided that (i) the number of Restricted Stock Units that vest will be reduced pro-rata to the extent of the vesting period not served by the Participant on the Board, Board and (ii) to the extent compliance with the requirements of Treasury Regulation § 1.409A-3(i)(2) (or any successor provision) is necessary to avoid the application of an additional tax under Section section 409A of the Code to the issuance of Shares to the Participant, then notwithstanding any contrary provision hereof, any issuance of Shares to the Participant that would otherwise be made during the six-month period beginning on the date of the Participant's termination of membership on the Board will be deferred and delivered to the Participant immediately following the lapse of such six-month period. Except as set forth in this Section 7, all unvested Restricted Stock Units shall be forfeited as of termination.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Vishay Intertechnology Inc)

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