Vesting of Performance Awards Sample Clauses

Vesting of Performance Awards. Subject to your execution of the Release as described in Subsection (h) below, and notwithstanding anything to the contrary contained in an applicable Performance Award agreement, and except as otherwise provided in this Section 3(g) and Section 4 below, with respect to all Performance Awards, in the event of a Change in Control, the Actual Award credited to you under the Performance Share Plan as of the Change in Control Date shall vest in full. For the avoidance of doubt, if a Pre-CIC Termination occurs, then any unvested portion of your Performance Awards will remain outstanding until the date that the Change in Control occurs and the Actual Award credited to you under the Performance Share Plan through the Change in Control Date shall vest in full as of immediately prior to the Change in Control. In the event that the proposed Change in Control is terminated without having been completed, any unvested portion of your Performance Awards automatically will terminate immediately without having vested and never will become vested. Except as otherwise provided in Sections 3(f) and 4, these Performance Awards that are restricted stock units or similar awards that vest under this Section 3(g) will be settled on the 30th day following completion of the Change in Control. Notwithstanding anything in this Agreement to the contrary, in no event shall the vesting and exercisability provisions applicable to you under the terms of a Performance Award be less favorable to you than the terms and provisions of such awards in effect as of the Change in Control Date.
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Vesting of Performance Awards. Subject to your execution of a release of claims as described in Subsection (h) below, and notwithstanding anything to the contrary contained in an applicable Performance Award agreement, and except as otherwise provided in this Section 3(g) and Section 4 below, with respect to all Performance Awards, in the event of a Change in Control, the Actual Award credited to you under the Performance Share Plan shall vest in full as of the Change in Control Date. Notwithstanding anything in this Agreement to the contrary, in no event shall the vesting and exercisability provisions applicable to you under the terms of a Performance Award be less favorable to you than the terms and provisions of such awards in effect on the Change in Control Date.
Sample 1
Vesting of Performance Awards. Subject to execution of the Release and Covenant set forth in Exhibit A and the expiration of the revocation period of such Release and notwithstanding anything to the contrary contained in an applicable Performance Award agreement, and except as otherwise provided in Sections 3.2(f) through (i) and 4.5 below, with respect to performance awards, the actual award credited to the terminated Designated Employee under the Company’s long-term incentive plan shall vest in full as of the Date of Termination. Notwithstanding anything in this Plan to the contrary, in no event shall the vesting and exercisability provisions applicable to a terminated Designated Employee under the terms of a Performance Awards agreement be less favorable to such Designated Employee than the terms and provisions of such awards in effect on the Change in Control Date.
Sample 1
Vesting of Performance Awards. (i) The Annual Stock Award will (1) vest twenty-five (25%) each year, commencing on the second anniversary of the grant date; (2) be entitled to dividend equivalent units, (3) unless deferred by Xxxxxxxxx, be settled solely in cash as soon as reasonably practicable following vesting, but in no event later than thirty (30) days following the applicable vesting date, and (4) otherwise be issued on terms and conditions consistent with restricted stock unit awards then being issued by the Committee to other corporate officers who are members of the Employer’s Executive Committee and Strategy and Planning Committee. The LTIP Award and the TSR Award will each vest 100% on the third anniversary of the grant date, and be paid in cash in a single lump sum as soon as reasonably practicable (and in no event later than sixty (60) days) following the date of such anniversary. (ii) In the event a Change in Control Event (as defined in the Current Plan) occurs prior to completion of the applicable performance measurement period (whether prior to or after Xxxxxxxxx’x termination of employment under circumstances in which Annual Stock Awards, LTIP Awards and TSR Awards (collectively, “Performance Awards”) remain outstanding), any Annual Stock Award for which the attainment of the Performance Goal has not yet been determined shall be deemed earned as of the date of the Change in Control Event in full at target, and Xxxxxxxxx’x LTIP Awards and TSR Awards shall be deemed earned as of the date of the Change in Control Event based on the greater of (A) target and (B) actual performance through the date of the Change in Control Event. Except as otherwise provided in the following sentence, each such Performance Award shall vest and be paid on the originally scheduled dates as set forth in subparagraph 7(d)(i) or, in the event of Xxxxxxxxx’x termination of employment, as set forth in subparagraph 7(d)(iii). Subject to subparagraph 10(h) (if applicable to any individual Performance Award), if Xxxxxxxxx remains employed on the date on which such Change in Control Event occurs, and his employment is subsequently terminated in circumstances that cause such Performance Awards to become vested pursuant to subparagraph 7(d)(iii), then each such Performance Award shall be paid upon, or as soon as reasonably practicable (and in no event later than thirty (30) days) following, the effective date of termination; provided, that if such Performance Award is nonqualified deferred compensation ...
Sample 1

Related to Vesting of Performance Awards

  • Grant of Performance Share Units The Company hereby grants to the Participant the Target Number of PSUs Granted, effective as of the Date of Award and subject to the terms and conditions of the Plan and this Award Agreement. Each PSU represents the unsecured right to receive a number of Shares, if any, in accordance with the terms and conditions of this Award Agreement. The Participant shall not be required to pay any additional consideration for the issuance of the Shares, if any, upon settlement of the PSUs.

  • Grant of Performance Stock Units Subject to the terms of this Agreement, and the Incentive Plan, effective as of the Grant Date the Participant is hereby granted [Number] Performance Stock Units (the “Target Performance Units”). This Award contains the right to dividend equivalents (“Dividend Equivalents”) with respect to Earned Performance Units (as defined in Section 3(a)) as described in Section 4. Each Performance Stock Unit awarded hereunder shall become earned and vested as described in Section 3 and each Earned Performance Unit (and associated Earned Dividend Equivalents thereon as described in Section 4) shall be settled in accordance with Section 5.

  • Grant of Performance Units Capital One hereby grants to you an award of Units with a Target Award, as indicated on the Grant Notice. The maximum payout for this award is 150% of the Target Award plus accrued dividends pursuant to Section 6. The Units shall vest and the underlying shares of common stock of Capital One, $.01 par value per share (such underlying shares, the “Shares”), shall be issuable only in accordance with the provisions of this Agreement and the Plan.

  • Grant of Performance Shares Pursuant to the provisions of (i) the Plan, (ii) the individual Award Agreement governing the grant, and (iii) these Terms and Conditions, the Employee may be entitled to receive Performance Shares. Each Performance Share that becomes payable shall entitle the Employee to receive from the Company one share of the Company's common stock (“Common Stock”) upon the expiration of the Incentive Period, as defined in Section 2, except as provided in Section 13. The actual number of Performance Shares an Employee will receive will be calculated in the manner described in these Terms and Conditions, including Exhibit A, and may be different than the Target Number of Performance Shares set forth in the Award Agreement.

  • Performance Awards With respect to any Performance Award, the length of any Performance Period, the Performance Goals to be achieved during the Performance Period, the other terms and conditions of such Award, and the measure of whether and to what degree such Performance Goals have been attained will be determined by the Board.

  • Performance Share Awards On the Performance Share Vesting Date next following the Executive's date of death, the number of Performance Shares that shall become Vested Performance Shares shall be determined by multiplying (a) that number of shares of Company Common Stock subject to the Performance Share Agreement that would have become Vested Performance Shares had no such termination occurred; provided, however, in no case shall the number of Performance Shares that become Vested Performance Shares exceed 100% of the Target Number of Performance Shares set forth in the Performance Share Agreement, by (b) the ratio of the number of full months of the Executive's employment with the Company during the Performance Period (as defined in the Performance Share Agreement) to the number of full months contained in the Performance Period. Vested Common Shares shall be issued in settlement of such Vested Performance Shares on the Settlement Date next following the Executive’s date of death.

  • Timing of Payment of Performance When the payment of any obligation or the performance of any covenant, duty or obligation is stated to be due or performance required on a day which is not a Business Day, the date of such payment (other than as described in the definition of Interest Period) or performance shall extend to the immediately succeeding Business Day.

  • Performance Shares Each Performance Share is a bookkeeping entry that records the equivalent of one Share. Upon the vesting of the Performance Shares as provided in Section 2, the vested Performance Shares will be settled as provided in Section 3.

  • Performance Award You are hereby awarded, on the Grant Date, a Performance Award with a target value of [AMOUNT].

  • Performance Share Units The Committee may, in its discretion, grant to Executive performance share units subject to performance vesting conditions (collectively, the “Performance Units”), which shall be subject to restrictions on their sale as set forth in the Plan and an associated Performance Unit Grant Letter.

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