Terms of Equity Awards Sample Clauses

Terms of Equity Awards. The Equity Awards shall be subject to the same vesting schedule, forfeiture terms and payment schedule that applied to the Award, or portion thereof, immediately prior to the Conversion Date; provided, however, that the Equity Awards otherwise shall be subject to the terms of the Plan and the applicable standard form of award agreement used by the Company under the Plan; and provided, further, that each whole vested Equity Award shall be settled by the issuance of one share of Common Stock, and each fractional vested Equity Award shall be settled by payment of an amount in cash based on the Fair Market Value as of the relevant payment date of the Award, in each case within thirty (30) days following the relevant payment date of the Award (but subject to the provisions of Treasury Regulation Section 1.409A-3(d)) at which point each such vested Equity Award will terminate.
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Terms of Equity Awards. In all events, any equity award (or portion thereof) granted to the Executive that vests solely upon the Executive’s fulfillment of time and/or service requirements shall vest in full upon a “Change of Control” (as such term is defined in the MOP in effect as of October 13, 2008, plus any amendments to such definition after October 13, 2008 which would result in a transaction not covered by the Change of Control definition in effect as of October 13, 2008 constituting a “Change of Control”); provided, however, that in no event shall consummation of the transactions contemplated by an [***] or a National Carrier Marketing Distribution Agreement constitute a Change of Control for any purpose of this Agreement so long as the Permitted Holders (as defined in the MOP) beneficially own, directly or indirectly, 50% or more of the then-outstanding combined voting power of the then-outstanding securities entitled to vote generally in the election of directors of the Company and/or its successor)). Shares acquired on exercise of any stock option will be subject to the terms and conditions of the Stockholders’ Agreement. The Company and the Executive acknowledge that they will agree to provide the Company with the right to require the Executive and other executives of the Company to waive any registration rights with regard to such shares upon an IPO, in which case the Company will implement an IPO bonus plan in cash, stock or additional options to compensate for the Executive’s and the other executives’ loss of liquidity; provided that if the Executive’s employment is terminated without Cause or for Good Reason, then the Executive shall fully vest upon the date of termination in any grant made under such IPO bonus plan.
Terms of Equity Awards. The timing of the grant and the terms of the equity awards granted pursuant to Section 3(c) shall, except as set forth in this Section 3(d), be no less favorable to Executive than those applicable to the senior executive officers of the Company; provided, however, each grant of restricted stock units shall vest based upon Company performance and continued service as an employee pursuant to this Agreement. For the purposes of the restricted stock unit grants, Company performance will be measured using performance goals that are substantially consistent with the corporate goals used for the Company’s senior executive bonus program in the year of grant (rather than individual goals) and the number of shares deliverable upon vesting of the restricted stock units shall increase or decrease based upon overachievement or underachievement, respectively, substantially consistent with the application of overachievement and underachievement under the senior executive bonus program for the applicable year. The grants made in accordance with Section 3(c) and (d) shall be subject to the terms and conditions of the plan pursuant to which they are made and shall otherwise have terms and conditions determined by the Board.
Terms of Equity Awards. The Company agrees that during and after the term of this Agreement, the provisions of any equity award between Employee and the Company, whether outstanding at the Effective Date or subsequently awarded, shall be deemed modified by the express provisions of this Agreement pertaining to equity awards including, but not limited to, for purposes of determining whether a stock option award is forfeited due to “serious misconduct,” serious misconduct shall be determined in accordance with the standards and definition of “Cause” as defined herein.
Terms of Equity Awards. In all events, any equity award (or portion thereof) granted to the Executive that vests solely upon the Executive’s fulfillment of time and/or service requirements shall vest in full upon a “Change of Control” (as such term is defined in the MOP in effect as of June 4, 2008, plus any amendments to such definition after June 4, 2008 which would result in a transaction not covered by the Change of Control definition in effect as of June 4, 2008 constituting a “Change of Control”); provided, however, that in no event shall consummation of the transactions contemplated by an [***] or a National Carrier Marketing Distribution Agreement constitute a Change of Control for any purpose of this Agreement so long as the Permitted Holders (as defined in the MOP) beneficially own, directly or indirectly, 50% or more of the then-outstanding combined voting power of the then-outstanding securities entitled to vote generally in the election of directors of the Company and/or its successor)). Except as otherwise set forth in Section 8 hereof, Shares acquired on exercise of any stock option will be subject to the terms and conditions of the Stockholders Agreement. The Company and the Executive acknowledge that they will agree to provide the Company with the right to require the Executive and other executives of the Company to waive any registration rights with regard to such shares upon an IPO, in which case the Company will implement an IPO bonus plan in cash, stock or additional options to compensate for the Executive’s and the other executives’ loss of liquidity; provided that if the Executive’s employment is terminated without Cause or for Good Reason, then the Executive shall fully vest upon the date of termination in any grant made under such IPO bonus plan.

Related to Terms of Equity Awards

  • Treatment of Equity Awards Upon a Change of Control, all equity awards with time-based vesting shall immediately fully vest and become non-forfeitable and each equity award which has been granted (or any other equity award which would otherwise have been granted to the Executive during the applicable performance period/calendar year in the ordinary course) with performance vesting shall vest at an amount based upon and to the extent of the Employers’ achievement of performance goals during the performance period under each such equity award through the end of the calendar month immediately preceding the Change in Control.

  • 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.

  • Vesting of Equity Awards Notwithstanding the provisions of any plan or agreement governing such an Award (as defined in Section 4(c)), all Awards granted to you that remain outstanding and unvested immediately prior to the occurrence of a Change in Control (as defined in Section 4(d)(i)) automatically shall vest in full upon the occurrence of the Change in Control.

  • Annual Equity Awards Following the first anniversary of the Effective Date, Executive will be granted annual equity awards in an amount determined by the Board. Such awards may be in the form of options, restricted stock units, performance shares, or any other form as approved by the Board.

  • Accelerated Vesting of Equity Awards One hundred percent (100%) of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to one hundred percent (100%) of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

  • Company Equity Awards With respect to any stock options, restricted stock or other equity awards (the “Equity Awards”) granted pursuant to any compensation plan of the Company or its Subsidiaries providing for the issuance of Equity Awards (the “Company Plans”), (A) each grant of an Equity Award was duly authorized no later than the date on which the grant of such Equity Award was by its terms to be effective by all necessary corporate action, and (B) each such grant was made in accordance with the terms of the Company Plans and all other applicable laws and regulatory rules or requirements.

  • Acceleration of Equity Awards All: (i) outstanding and unvested options to purchase Common Stock granted to Executive under any equity plan of the Company, (ii) unvested shares of restricted Common Stock awarded to the Executive under any equity plan of the Company, and (iii) other equity and equity equivalent awards then held by the Executive, shall be accelerated in full, and thereafter all such options, shares of restricted Common Stock and other equity awards shall be immediately vested and exercisable for such period of time as provided for by the specific agreements governing each such award, upon Executive’s termination pursuant to Sections 11(b), (c), (e) or (f) hereof.

  • Equity Award The Executive will be eligible to receive equity awards, if any, at such times and on such terms and conditions as the Board shall, in its sole discretion, determine.

  • No Equity Awards Except for grants pursuant to equity incentive plans disclosed in the Registration Statement and the Prospectus, the Company has not granted to any person or entity, a compensatory stock option or other compensatory equity-based award to purchase or receive common stock of the Company or OP Units of the Operating Partnership pursuant to an equity-based compensation plan or otherwise.

  • Other Equity Awards Except as set forth in Sections 8(a)(iii) and 8(a)(iv), performance share awards and all other equity awards granted to the Executive by the Company which remain outstanding immediately prior to the date of termination of the Executive’s employment, as provided in Section 7(b), shall vest and be settled in accordance with their terms. The Company shall have no further obligations to the Executive as a result of termination of employment described in this Section 8(a) except as set forth in Section 12.

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