Common use of Trust Arrangement Clause in Contracts

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. Upon vesting, the shares of Common Stock shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 13 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp)

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Trust Arrangement. You understand and agree that this Award is the Restricted Stock Units are offered subject to and in accordance with the terms of the Plan and its Israeli Appendixtrust agreement. Upon vestingSpecifically, the shares issued upon vesting of Common the Restricted Stock Units shall be delivered to and controlled by the Company’s a trustee appointed by the Company or its Subsidiary or Affiliate affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). The Restricted Stock Units and shares shall be controlled by the Trustee for the benefit of you and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Restricted Stock Units or shares for all purposes. You shall be able able, at any time, to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Employer and the Trustee are satisfied that the full amount of Tax-Related Items Withholding Taxes due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).Notifications

Appears in 6 contracts

Samples: Netapp (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.)

Trust Arrangement. You understand and agree that this Award is the Restricted Stock Units are offered subject to and in accordance with the terms of the Plan and its Israeli Appendixtrust agreement. Upon vestingSpecifically, the shares issued upon vesting of Common the Restricted Stock Units shall be delivered to and controlled by the Company’s a trustee appointed by the Company or its Subsidiary or Affiliate affiliate in Israel (the "Trustee") for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the 'Ordinance”) (with respect to the “capital gain route”') or by the Israeli Tax Authority (the “Lock‑Up "Lock-Up Period"). The Restricted Stock Units and shares shall be controlled by the Trustee for the benefit of you and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Restricted Stock Units or shares for all purposes. You shall be able able, at any time, to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Employer and the Trustee are satisfied that the full amount of Tax-Related Items Withholding Taxes due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).ITALY

Appears in 4 contracts

Samples: Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.)

Trust Arrangement. You understand and agree that this Award is the Restricted Stock Units are offered subject to and in accordance with the terms of the Plan and its Israeli Appendixtrust agreement. Upon vestingSpecifically, the shares Shares issued upon vesting of Common the Restricted Stock Units shall be delivered to and controlled by the Company’s a trustee appointed by the Company or its Subsidiary or Affiliate affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). The Restricted Stock Units and Shares shall be controlled by the Trustee for the benefit of you and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Restricted Stock Units or Shares for all purposes. You shall be able able, at any time, to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Award Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Service Recipient and the Trustee are satisfied that the full amount of Tax-Related Items Withholding Obligations due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).Notifications

Appears in 3 contracts

Samples: Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 3 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Corp), Market Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. Upon vestingexercise, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 and 3 of this Agreement relating to a Good Reason Termination (as defined in Section 23) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 3 contracts

Samples: 2019 Stock Option Award Agreement (NCR Corp), 2018 Stock Option Award Agreement (NCR Corp), Stock Option Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 3 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (or your Qualified Retirement, each as defined in Section 2) or your Retirement herein (and in each case, case to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 and 4 of this Agreement relating to a Good Reason Termination (or your Retirement, each as defined in Section 2) or your Retirement herein (and in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR Voyix or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Voyix Corp), Restricted Stock Unit Award Agreement (NCR Voyix Corp)

Trust Arrangement. You understand and agree that this Award is the Restricted Stock Units are offered subject to and in accordance with the terms of the Plan and its Israeli Appendixtrust agreement. Upon vestingSpecifically, the shares issued upon vesting of Common the Restricted Stock Units shall be delivered to and controlled by the Company’s a trustee appointed by the Company or its Subsidiary or Affiliate affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). The Restricted Stock Units and shares shall be controlled by the Trustee for the benefit of you and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Restricted Stock Units or shares for all purposes. You shall be able able, at any time, to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Employer and the Trustee are satisfied that the full amount of Tax-Related Items Withholding Taxes due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).ITALY

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (NetApp, Inc.), Restricted Stock Unit Agreement (NetApp, Inc.)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (or your Qualified Retirement, each as defined in Section 2) or your Retirement herein (and in each case, case to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: Restricted Stock Unit Award Agreement (NCR Corp), Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand Participant understands and agree agrees that this Award is the Units are offered subject to and in accordance with the terms of the Plan and its the Israeli AppendixSub-Plan to the 2011 Incentive Compensation Plan. Upon vesting, The Shares issued upon vesting of the shares of Common Stock Units shall be delivered to and controlled by the Company’s a trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your Participant’s benefit for at least such period of time as required by Section 102 or any shorter period determined under of the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You In the event that bonus Units or dividends in the form of additional Shares are issued with respect to the Shares held with the Trustee, or as a result of an adjustment made pursuant to the Plan, such Units or Shares shall be able controlled by the Trustee for the benefit of Participant and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Units or Shares for all purposes. Participant shall be able, at any time, to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Award Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by youParticipant. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Employer and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: Restricted Stock Unit Global Award Agreement (Motorola Mobility Holdings, Inc), Restricted Stock Unit Global Award Agreement (Motorola Mobility Holdings, Inc)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. Upon vestingexercise, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: 2016 Stock Option Award Agreement (NCR Corp), Stock Option Award Agreement (NCR Corp)

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Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vestingexercise, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 3 and 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units Options and restricted stock units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 2 contracts

Samples: Priced Option Award Agreement (NCR Corp), Priced Option Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 and 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award the Option is offered subject to and in accordance with the terms of the Plan and its the Israeli AppendixSub-Plan to the 2011 Incentive Compensation Plan. Upon vestingexercise, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under of the Israeli Income Tax Ordinance ([New Version), 5721-] 1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You In the event that bonus Shares or dividends in the form of additional Options or Shares are issued with respect to the Shares held with the Trustee, or as a result of an adjustment made pursuant to Section 12 of the Plan, such Options or Shares shall be able controlled by the Trustee for your benefit and the provisions of Section 102 of the Ordinance and the Income Tax (Tax Abatement on the Grant of Shares to Employees) Regulations 2003 shall apply to such Options or Shares for all purposes. At any time, you may request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Award Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate Employer and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 of this Agreement relating to a Good Reason Termination (as defined in Section 2) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Global Award Agreement (Motorola Mobility Holdings, Inc)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up LockUp Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up LockUp Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Performance Share Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 and 4 of this Agreement relating to a Good Reason Termination (as defined in Section 2herein) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Fitness Plan Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. specific terms in this Article II of Appendix A. Upon vesting, the shares of Common Stock Shares shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Lock-Up Period”). You shall be able to request the sale of the shares Shares or the release of the shares Shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares Shares are released by the Trustee during the Lock‑Up Lock-Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares Shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (Termination, Retirement or Mutually Agreed Retirement, each as defined in Section 2) or your Retirement herein (and in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR Voyix or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares Shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (NCR Voyix Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. Upon vesting, the shares of Common Stock shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (as defined in Section 24) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (NCR Corp)

Trust Arrangement. You understand and agree that this Award is offered subject to and in accordance with the terms of the Plan and its Israeli Appendix. Upon vesting, the shares of Common Stock shall be controlled by the Company’s trustee appointed by the Company or its Subsidiary or Affiliate in Israel (the “Trustee”) for your benefit for at least such period of time as required by Section 102 or any shorter period determined under the Israeli Income Tax Ordinance (New Version), 5721-1961 as now in effect or as hereafter amended (the “Ordinance”) (with respect to the “capital gain route”) or by the Israeli Tax Authority (the “Lock‑Up Period”). You shall be able to request the sale of the shares or the release of the shares from the Trustee, subject to the terms of the Plan, this Agreement and any applicable Israeli tax law. Without derogating from the aforementioned, if the shares are released by the Trustee during the Lock‑Up Period, the sanctions under Section 102 of the Ordinance shall apply to and be borne by you. The shares shall not be sold or released from the control of the Trustee unless the Company, the Subsidiary or Affiliate and the Trustee are satisfied that the full amount of Tax-Related Items due have been paid or will be paid in relation thereto. Notwithstanding any provision of this Agreement or the Plan to the contrary except the provisions in Section 2 4 of this Agreement relating to a Good Reason Termination (as defined in Section 24) or your Retirement (in each case, to the extent specifically applicable to you), in the event of your resignation from service with NCR or the Employer due to any reason, including worsening of employment conditions, or any other reason relating to conditions of employment, 2018 Performance-Based Restricted Stock Unit Award Agreement all unvested Stock Units will automatically terminate and be forfeited and no shares or cash will be issued or paid to you (as the case may be).

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (NCR Corp)

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