Common use of Vesting of Common Shares Clause in Contracts

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter (1/4) of the Common Shares covered by this agreementCL: 520453v2 after Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter (1/4) thereof after each of the next three successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter (1/4) 6,000 of the Common Shares covered by this agreementCLagreement after Grantee CL: 520453v2 after Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter (1/4) 6,000 thereof after each of the next three successive years thereafter and 26,000 thereof in the fifth year during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur For purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's right to receive the The Common Shares covered by this agreement Agreement shall become 33-1/3% nonforfeitable to on [FIRST VESTING DATE] if the extent of one-quarter (1/4) of the Common Shares covered by this agreementCL: 520453v2 after Grantee shall have been in the continuous employ remains an employee of the Company or a subsidiary for one full year from Subsidiary on such day, 66-2/3% nonforfeitable on [SECOND VESTING DATE] if the Date of Grant and to the extent of Grantee remains an additional one-quarter (1/4) thereof after each of the next three successive years thereafter during which Grantee shall have been in the continuous employ employee of the Company or a subsidiarySubsidiary on such day, and 100% nonforfeitable on [THIRD VESTING DATE] if the Grantee remains an employee of the Company or a Subsidiary on such day. For the purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, Agreement the continuous employment of the Grantee with the Company or a subsidiary Subsidiary shall not be deemed to have been interrupted, and the Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiarySubsidiary, by reason of a leave of absence described in Article 11.2 of the transfer of his employment among the Company and its subsidiariesPlan. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's right to receive all of the Common Shares covered by this agreement Agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: nonforfeitable immediately upon: (i) any Change in Control of the retirement of Company, as defined in the Plan, that shall occur while the Grantee prior to age 62 under a retirement plan is an employee of the Company or a subsidiarySubsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or or (ii) the retirement of Grantee at or after age 62 under a retirement plan of Grantee’s involuntary termination by the Company or for a subsidiary. For purposes reason other than “Cause” as defined in the Plan. (c) Notwithstanding the provisions of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company orSection 3(a), in the absence of a disability plan or program event that the employment of the Company, under a government-sponsored disability program. Fur purposes of this Agreement, "cause" shall refer to termination of employment by Grantee with the Company and its Subsidiaries shall be terminated prior to [THIRD VESTING DATE] by reason of: (i) his disability as defined in reliance on a material act the applicable qualified pension plan, or (ii) his death, all of the Common Shares covered by this Agreement shall become nonforfeitable immediately upon the occurrence of the event described in Sections 3(c)(i) or omission of Grantee3(c)(ii) above.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's ’s right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter (1/4) of the Common Shares covered by this agreementCL: 520453v2 agreement after Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter (1/4) thereof after each of the next three successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "“subsidiary" ” shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's ’s right to receive the Common Shares covered by this agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or nonforfeitable if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's ’s consent. For purposes of this agreement, retirement "“with the Company's ’s consent" ” shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "“permanently disabled" ” shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's ’s right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter half (1/41/2) of the Common Shares covered by this agreementCL: 520453v2 agreement after Grantee shall have been in the continuous employ of the Company or a subsidiary for one two full year years from the Date of Grant and to the extent of an additional one-quarter fourth (1/4) thereof after each of the next three two (2) successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "“subsidiary" ” shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, and unless otherwise provided for in Grantee's ’s employment agreement with the Company, upon Grantee’s death or disability (as defined in Grantee’s employment agreement with the Company) while in the employ of the Company or any subsidiary, Grantee’s right to receive the Common Shares covered by this award shall become nonforfeitable, pursuant to the schedule set forth in Section 3(a), for one year beyond the date of Grantee’s death or disability. On the first anniversary of the date of such death or disability, Grantee’s right to receive any remaining Common Shares covered by this agreement shall be forfeited automatically and without further notice. (c) Notwithstanding the provisions of Section 3(a) hereof, Grantee’s right to receive the Common Shares covered by this agreement shall become nonforfeitablenonforfeitable upon any Change in Control (as defined in Grantee’s employment agreement with the Company, if the Company should terminate Grantee's such employment without cause or if Grantee should die or become permanently disabled while agreement contemplates a grant of Restricted Shares (as defined in the employ Plan); otherwise, as defined in the Plan) of the Company or any subsidiary, or if that shall occur while Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan is an employee of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter one- third (1/41/3rd) of the Common Shares covered by this agreementCL: 520453v2 agreement restricted-cja.doc after Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter third (1/41/3rd) thereof after each of the next three two successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur For purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b), 3(c) and 4 hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable to the extent of one-quarter (1/4) of the Common Shares covered by this agreementCL: 520453v2 agreement after Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter (1/4) thereof after each of the next three successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interest. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiary, by reason of the transfer of his employment among the Company and its subsidiaries. (b) Notwithstanding the provisions of Section 3(a) hereof, Grantee's right to receive the Common Shares covered by this agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consent. For purposes of this agreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "permanently disabled" shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur For purposes of this Agreement, "cause" shall refer to termination of employment by the Company in reliance on a material act or omission of Grantee.

Vesting of Common Shares. (a) Subject to the terms and conditions of Sections 3(b4(b), 3(c4(c) and 4 5 hereof, Grantee's right to receive the Common Shares covered by this agreement Agreement shall become nonforfeitable to the extent of one-quarter (1/4) fourth of the Common Shares covered by this agreementCL: 520453v2 after Agreement as of [April 30, 20__], and an additional one-fourth thereof shall become nonforfeitable on each of [April 30, 20__, April 30, 20__ and April 30, 20__] if the Grantee shall have been in the continuous employ of the Company or a subsidiary for one full year from the Date of Grant and to the extent of an additional one-quarter (1/4) thereof after each of the next three successive years thereafter during which Grantee shall have been in the continuous employ of the Company or a subsidiary. For purposes of this agreement, "subsidiary" shall mean a corporation, partnership, joint venture, unincorporated association or other entity in which the Company has a direct or indirect ownership or other equity interestSubsidiary through such applicable date. For purposes of this agreement, the continuous employment of Grantee with the Company or a subsidiary Subsidiary shall not be deemed to have been interrupted, and Grantee shall not be deemed to have ceased to be an employee of the Company or a subsidiarySubsidiary, by reason of the transfer of his employment among the Company and its subsidiariesSubsidiaries. (b) Notwithstanding the provisions of Section 3(a4(a) hereof, GranteeXxxxxxx's right to receive the Common Shares covered by this agreement Agreement shall become nonforfeitable, if the Company should terminate Grantee's employment without cause or nonforfeitable if Grantee should die or become permanently disabled while in the employ of the Company or any subsidiary, or if Grantee should retire with the Company's consentSubsidiary. For purposes of this agreementAgreement, retirement "with the Company's consent" shall mean: (i) the retirement of Grantee prior to age 62 under a retirement plan of the Company or a subsidiary, if the Board or the Committee determines that his retirement is for the convenience of the Company or a subsidiary, or (ii) the retirement of Grantee at or after age 62 under a retirement plan of the Company or a subsidiary. For purposes of this agreement, "“permanently disabled" ” shall mean that Grantee has qualified for disability benefits under a disability plan or program of the Company or, in the absence of a disability plan or program of the Company, under a government-sponsored disability program. Fur purposes . (c) Notwithstanding the provisions of Section 4(a) hereof, Xxxxxxx's right to receive the Common Shares covered by this Agreement, "cause" Agreement shall refer to termination become nonforfeitable upon any Change of employment by Control (as defined in the Plan) that shall occur while Grantee is an employee of the Company in reliance on or a material act or omission of GranteeSubsidiary.