Vesting of SARs. (a) Subject to the terms and conditions of this Agreement and the Plan, the SARs covered by this Agreement shall become exercisable as described in this Section. One-third of the SARs shall become exercisable on the first anniversary of the Date of Grant if the Grantee remains in the continuous employ of the Company or one of its Subsidiaries from the Date of Grant through such first anniversary. An additional one-third of the SARs shall become exercisable on each subsequent anniversary of the Date of Grant, through the third anniversary of the Date of Grant, when 100% of the SARs shall have become exercisable, if the Grantee remains in the continuous employ of the Company or one of its Subsidiaries from the Date of Grant through each such anniversary. For purposes of this Agreement, “continuous employ” (or substantially similar term) means the absence of any interruption or termination of the Grantee’s employment with the Company or with a Subsidiary of the Company. Continuous employment shall not be considered interrupted or terminated in the case of sick leave, military leave or any other leave of absence approved by the Company or in the case of transfers between locations of the Company and its Subsidiaries.
(b) Notwithstanding Section 3(a) above, the SARs granted hereby shall become immediately exercisable in full if at any time during the continuous employment of the Grantee with the Company or a Subsidiary of the Company and prior to the termination of the SARs any of the following events occur:
(i) the Grantee’s death or becoming Disabled while the Grantee is continuously employed by the Company or any of its Subsidiaries; or
(ii) the Grantee’s retirement (A) at age 62 or older while continuously employed by the Company or any of its Subsidiaries; or (B) at or after such time as the Grantee’s age (minimum of age 55), plus full years of continuous employment by the Company or any of its Subsidiaries, equals 75.
(c) For purposes of this Section 3, the Grantee shall be considered “Disabled” if the Grantee is: (i) unable to engage in any substantial gainful activity by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than twelve months, or (ii) by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than twelve mont...
Vesting of SARs. One-third (1/3) of the SARs shall Vest on the first anniversary of the Grant Date, one-third (1/3) shall Vest on the second anniversary of the Grant Date, and the remainder shall Vest on the third anniversary of the Grant Date. Such vesting rights with respect to the SARs are further subject to the following conditions:
Vesting of SARs. The SARs shall become exercisable as follows:
(a) one-third of the SARs shall become exercisable on the first anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;
(b) an additional one-third of the SARs shall become exercisable on the second anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;
(c) the remaining one-third of the SARs shall become exercisable on the third anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;
Vesting of SARs. The SARs shall vest (become exercisable) in accordance with the schedule shown on the cover page of this Agreement. Notwithstanding the vesting schedule, upon Xxxxxxx’s death or Disability, or upon a Change in Control, all SARs shall become fully vested and exercisable.
Vesting of SARs. Notwithstanding anything to the contrary in the Agreement or in the Plan, the Grantee shall be considered "Disabled" for the purposes of this Agreement, if the Grantee's employment contract ends as a consequence of the Grantee being granted a permanent statutory pension for full occupational disability (unbefristete Rente wegen xxxxxx Erwerbsminderung) by the competent authorities.
Vesting of SARs. (a) The SARs covered by this Agreement shall become exercisable as described in this Section. One-third of the SARs shall become exercisable on the first anniversary of the Grant Date if Participant remains in the continuous employ of Corporation or one of its Subsidiaries from the Grant Date through such first anniversary. An additional one-third of the SARs shall become exercisable on each subsequent anniversary of the Grant Date, through the third anniversary of the Grant Date, when 100% of the SARs shall have become exercisable, if Participant remains in the continuous employ of Corporation or one of its Subsidiaries from the Grant Date through each such anniversary. For purposes of this Agreement, “continuous employ” means the absence of any interruption or termination of Participant’s employment with Corporation or with a Subsidiary. Continuous employment shall not be considered interrupted or terminated in the case of sick leave, military leave or any other leave of absence approved by Corporation or in the case of transfers between locations of Corporation and its Subsidiaries.
(b) Notwithstanding Section 4(a) above, the SARs granted hereby shall become immediately exercisable in full if at any time during the continuous employment of Participant with Corporation or a Subsidiary, and prior to the termination of the SARs, any of the following events occur:
(i) Participant’s death or Disability while Participant is continuously employed by Corporation or any of its Subsidiaries; or
(ii) a Change of Control.
Vesting of SARs. The SARs shall Vest according to the Vesting Schedule as reflected on the attached Notice of Award. Such vesting rights with respect to the SARs are further subject to the following conditions:
Vesting of SARs. (a) The SARs shall vest as follows: [INSERT VESTING SCHEDULE, EITHER TIME-BASED OR PERFORMANCE-BASED]
Vesting of SARs. The SARs shall vest (become exercisable) in accordance with the schedule shown on Page 1 of this Certificate. Notwithstanding the vesting schedule, the SARs shall become fully vested and exercisable upon (i) Grantee’s death or Disability during his or her Continuous Status as a Participant, (ii) a Change in Control, unless the SARs are assumed by the surviving entity or otherwise equitably converted or substituted in connection with the Change in Control, or (iii) if the SARs are assumed by the surviving entity or otherwise equitably converted or substituted in connection with a Change in Control, the termination of Xxxxxxx’s employment by the Company without Cause (or Xxxxxxx’s resignation for Good Reason as provided in any employment, severance or similar agreement between Grantee and the Company or an Affiliate) within two years after the effective date of the Change in Control. 3.
Vesting of SARs. The SARs shall become exercisable as follows:
(a) one-third of the SARs shall become exercisable on the first anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date;
(b) an additional one-third of the SARs shall become exercisable on the second anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date; and
(c) the remaining one-third of the SARs shall become exercisable on the third anniversary of the Grant Date if the Grantee shall have retained Continuous Status as an Employee or Consultant through such date. In calculating the one-third amounts described above, fractional SARs shall be rounded down to the nearest whole SAR for each of the first two anniversaries of the Grant Date, and the remaining SARs shall be included with those SARs that become exercisable on the third anniversary of the Grant Date. To the extent exercisable, the SARs may be exercised from time to time in accordance with the Plan and this Agreement. To the extent the SARs or any portion thereof do not become exercisable as provided in this Section 2, such unexercisable SARs or portion thereof shall be forfeited to the Company for no consideration.
