Common use of Vesting or Forfeiture Clause in Contracts

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which shall lapse in accordance with the following schedule provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”). (b) Notwithstanding the foregoing, if (i) the Holder’s active employment or affiliation relationship with the Company and its Affiliates is terminated prior to one or more Lapse Dates (1) due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, the Vesting Date shall be the date of termination of the Holder’s employment or affiliation relationship, or (ii) there is a Change of Control prior to _________________, then the Vesting Date shall be the date immediately preceding such Change of Control. For purposes of this Agreement, “Change of Control” means a change in the ownership of the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company as described in Section 409A. For purposes of this Agreement, the terms “Good Reason” and “Cause” shall have the meanings provided under the Holder’s Employment Agreement, if any, and in the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this Agreement.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which . The Forfeiture Restrictions shall lapse in accordance with as to the following schedule Units that are granted herein as of December 31, 2020 (the “Vesting Date”), provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”pursuant to Section 4(c). (b) Notwithstanding the foregoingSection 4(a), if (i) the Holder’s active employment or affiliation relationship Employment with the Company and its Affiliates is terminated prior to one or more Lapse Dates (1) the Vesting Date due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date of the termination of the Holder’s employment or affiliation relationship, Employment or (ii) there is a Change of Control prior to _________________the Vesting Date, then all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date immediately preceding such Change of Control; provided, that the foregoing provisions under clauses (i) and (ii) shall only apply following the completion of one year of a performance period, unless otherwise allowed under the terms of the Plan. For purposes of this Agreement, “Change of Control” means a change shall have the meaning ascribed thereto in the ownership Plan, except that if the Holder is party to or covered by any change of control agreement or arrangement with the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company Employer (as described defined in Section 409A. For purposes 8), then “Change of this Agreement, the terms “Good Reason” and “CauseControl” shall have the meanings provided under meaning set forth in such agreement or arrangement to the Holder’s Employment Agreement, if any, extent permitted by and in otherwise consistent with the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this AgreementPlan.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which shall lapse in accordance with the following schedule provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”). (b) Notwithstanding the foregoing, if (i) the Holder’s active employment or affiliation relationship with the Company and its Affiliates is terminated prior to one or more Lapse Dates (1) due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, the Vesting Date shall be the date of termination of the Holder’s employment or affiliation relationship, or (ii) there is a Change of Control prior to __________ ___, _____, then the Vesting Date shall be the date immediately preceding such Change of Control. For purposes of this Agreement, “Change of Control” means a change in the ownership of the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company as described in Section 409A. For purposes of this Agreement, the terms “Good Reason” and “Cause” shall have the meanings provided under the Holder’s Employment Agreement, if any, and in the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this Agreement.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which . The Forfeiture Restrictions shall lapse as to the Units that are granted hereby in accordance with the following schedule (each such date being a “Vesting Date”), provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”pursuant to Section 4(c). (b) Notwithstanding the foregoingSection 4(a), if (i) the Holder’s active employment or affiliation relationship Employment with the Company and its Affiliates is terminated prior to one or more Lapse Vesting Dates (1) due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date of the termination of the Holder’s employment or affiliation relationship, Employment or (ii) there is a Change of Control prior to _________________one or more Vesting Dates, then all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date immediately preceding such Change of Control. For purposes of this Agreement, “Change of Control” means a change shall have the meaning ascribed thereto in the ownership Plan, except that if the Holder is party to or covered by any change of control agreement or arrangement with the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company Employer (as described defined in Section 409A. 8), then “Change of Control” shall have the meaning set forth in such agreement or arrangement to the extent permitted by and otherwise consistent with the Plan. For purposes of this Agreement, the terms “Good Reason” and “Cause” shall have the meanings provided under the Holder’s Employment Agreementemployment agreement with the Employer, if any, and in the absence of an Employment Agreementemployment agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this Agreement.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which shall lapse in accordance with the following schedule provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”). (b) Notwithstanding the foregoing, if (i) the Holder’s active employment or affiliation relationship with the Company and its Affiliates is terminated prior to one or more Lapse Dates ________, 20__ (1A) due to the death or Disability of the Holder, (2B) by the Holder for Good Reason (as defined below) or (3C) by the Company for any reason other than Cause (as defined below) then, in any such event, the Vesting Date shall be the date of termination of the Holder’s employment or affiliation relationship, or (ii) there is a Change of in Control prior to _______________, 20__, then the Vesting Date shall be the date immediately preceding such Change of in Control. For purposes of this Agreement, “Change of in Control” means a change in the ownership of the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company as described in Section 409A. For purposes of this Agreement, the terms “Good Reason” and “Cause” shall have the meanings provided under the Holder’s Employment Agreement, if any, and in the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1i)(A) of this Section 4(b) shall be governed by Section 4(c) of this Agreement.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which . The Forfeiture Restrictions shall lapse in accordance with as to the following schedule Units that are granted herein as of December 31, 2020 (the “Vesting Date”), provided that the Units have not been forfeited to the Company prior to: Lapse Date Number of Units as to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”pursuant to Section 4(c). (b) Notwithstanding the foregoingSection 4(a), if (i) the Holder’s active employment or affiliation relationship Employment with the Company and its Affiliates is terminated prior to one or more Lapse Dates (1) the Vesting Date due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date of the termination of the Holder’s employment or affiliation relationship, Employment or (ii) there is a Change of Control prior to _________________the Vesting Date, then all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date immediately preceding such Change of Control; provided, that the foregoing provisions under clauses (i) and (ii) shall only apply following the completion of one year of a performance period, unless otherwise allowed under the terms of the Plan. For purposes of this Agreement, “Change of Control” means a change shall have the meaning ascribed thereto in the ownership Plan, except that if the Holder is party to or covered by any change of control agreement or arrangement with the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company Employer (as described defined in Section 409A. For purposes 8), then “Change of this Agreement, the terms “Good Reason” and “CauseControl” shall have the meanings provided under meaning set forth in such agreement or arrangement to the Holder’s Employment Agreement, if any, extent permitted by and in otherwise consistent with the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this AgreementPlan.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which . The Forfeiture Restrictions shall lapse as to the Units that are granted hereby in accordance with the following schedule (each such date being a “Vesting Date”), provided that the Units have not been forfeited to the Company prior to: Lapse to such date pursuant to Section 4(c). Vesting Date Number of Units as ofUnits Subject to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”).ForfeitureRestrictions (b) Notwithstanding the foregoingSection 4(a), if (i) the Holder’s active employment or affiliation relationship Employment with the Company and its Affiliates is terminated prior to one or more Lapse Vesting Dates (1) due to the death death, Disability or Disability of the Holder, (2) by the Holder for Good Reason Retirement (as defined below) or (3) by of the Company for any reason other than Cause (as defined below) Holder then, in any either such event, all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date of the termination of the Holder’s employment Employment by reason of death, Disability or affiliation relationship, Retirement or (ii) there is a Change of Control prior to _________________one or more Vesting Dates, then all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall deemed to be the date immediately preceding such Change of Control. For purposes of this Agreement, (i) “Change of Control” means shall have the meaning ascribed thereto in the Plan; provided, that if the Units granted hereunder are subject to Section 409A such Change of Control must constitute a change in the ownership or effective control of the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company Company, as described in under Code Section 409A. For purposes 409A(a)(2)(A)(v) of this Agreement, the terms Code and the regulations promulgated thereunder; and (ii) “Good Reason” and “CauseRetirement” shall have mean a retirement as a Director which is authorized in accordance with the meanings provided under the Holder’s Employment Agreement, if any, policies and in the absence of an Employment Agreement, such terms shall be inapplicable for purposes of this Agreement and any termination procedures of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this AgreementBoard.

Vesting or Forfeiture. (a) Except as specified otherwise in this Section 4, the Units shall be subject to Forfeiture Restrictions, which . The Forfeiture Restrictions shall lapse as to the Units that are granted hereby in accordance with the following schedule (each such date being a “Vesting Date”), provided that the Units have not been forfeited to the Company prior to: Lapse to such date pursuant to Section 4(c). 74603 Vesting Date Number of Units as ofUnits Subject to Which Forfeiture Restrictions Lapse such lapse date or such earlier date as provided in clause (b) below (the “Vesting Date”).ForfeitureRestrictions (b) Notwithstanding the foregoingSection 4(a), if (i) the Holder’s active employment or affiliation relationship Employment with the Company and its Affiliates is terminated prior to one or more Lapse Vesting Dates (1) due to the death or Disability of the Holder, (2) by the Holder for Good Reason (as defined below) or (3) by the Company for any reason other than Cause (as defined below) then, in any such event, all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date of the termination of the Holder’s employment or affiliation relationship, Employment or (ii) there is a Change of Control prior to _________________one or more Vesting Dates, then all remaining Forfeiture Restrictions shall immediately lapse and the Vesting Date shall be deemed to be the date immediately preceding such Change of Control. For purposes of this Agreement, “Change of Control” means a change shall have the meaning ascribed thereto in the ownership Plan, except that if the Holder is party to or covered by any change of control agreement or arrangement with the Company, a change in the effective control of the Company or a change in the ownership of a substantial portion of the assets of the Company Employer (as described defined in Section 409A. 8), then “Change of Control” shall have the meaning set forth in such agreement or arrangement to the extent permitted by and otherwise consistent with the Plan. For purposes of this Agreement, the terms “Good Reason” and “Cause” shall have the meanings provided under the Holder’s Employment Agreementemployment agreement with the Employer, if any, and in the absence of an Employment Agreementemployment agreement, such terms shall be inapplicable for purposes of this Agreement and any termination of the Holder’s employment other than due to clause (i)(1) of this Section 4(b) shall be governed by Section 4(c) of this Agreement.