Vesting Upon Sample Clauses

Vesting Upon. “Change of Control”: In the event of a “Change of Control”, as defined in Paragraph 14 of the Existing Agreement, the Retirement Benefit shall fully vest, effective as of the “Date of Change of Control”, as defined in Paragraph 15 of the Existing Agreement, provided that, as of the Date of Change of Control: (a) Executive shall be in compliance with Executive’s obligations under the Existing Agreement and under this Agreement; and, (b) Executive shall be employed as Chief Lending Officer of Bank. The parties acknowledge that the “Date of Change of Control” shall include the deemed “Date of Change of Control” as defined with respect to Executive’s termination in the last paragraph of Paragraph 15 of the Existing Agreement.
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Vesting Upon. “Change of Control”: In the event of a “Change of Control,” as defined in Section 5(b) of the Existing Agreement, the Retirement Benefit shall fully vest, effective as of the date of the Change of Control, provided that, as of the date of the Change of Control: (a) Executive shall be in compliance with Executive’s obligations under the Existing Agreement and under this Agreement; and (b) Executive shall be employed as Executive Vice President of Branch/Loan’ Administration of the Bank.”
Sample 1
Vesting Upon a Change-in-Control. Notwithstanding any other provision hereof, in the event of a "Change-in-Control" of the Company, the Option shall become vested and exercisable with respect to 100% of the shares of Stock subject to the Option, provided the Employee's "Employment Relationship" (as defined in Section 8 hereof) with the Company has not terminated on or before the effective date of such "Change-in-Control". For purposes of this Agreement, the term "Change-in-Control" shall have the meaning provided in the "Executive Severance Agreement" dated August 14, 1997, as the same may be amended, that is then in effect with respect to the Employee. If the Executive Severance Agreement is not in effect on the date an alleged Change-in-Control occurs or if the executive Severance Agreement has been amended so that the term "Change-in-Control" or its equivalent is not defined therein, then the definition of the term "Change-in-Control" as set forth in the Plan shall apply.
Sample 1
Vesting Upon. Termination During the Four-Year Performance Period. If (i) the Employee's "Employment Relationship" with the Company (as defined in Section 8 hereof) terminates during the four-year Performance Period and after August 14, 1999 by reason of death, disability (as such term is defined in the Executive Severance Agreement described in Section 4(a) hereof), "Retirement" (as defined in Section 5(b) hereof), or termination "Without Cause" (as such term is defined in the Executive Severance Agreement described in Section 4(a) hereof), and (ii) the Employee is not vested and exercisable with respect to 100% of the shares of Stock subject to the Option, then the Option shall, on the date of such termination, become vested and exercisable with respect to the following percentage of the shares of Stock subject to the Option, reduced by the percentage of the shares of Stock subject to the Option which had become vested and exercisable prior to the Employee's termination. For this purpose, the percentages set forth in the following table shall be pro rated on a fully completed monthly basis if the Employee's termination occurs during the third or fourth years of the Performance Period.
Sample 1
Vesting Upon a Change of Control of the Company. Notwithstanding the vesting schedule in Section 1.4(b) above, (i) all shares of Stock granted to the Executive pursuant to Section 1.4(a) hereof shall vest in the Executive immediately upon a Change in Control of the Company if Executive is then employed by the Company on the date of such a Change in Control of the Company; and (ii) in the event of the Executive's death or disability prior to the fourth anniversary of the date of this Agreement, a pro rata portion (based on the number of days elapsed from the immediately preceding anniversary to the date of death or disability divided by 365) of the Stock that would have vested on the next succeeding anniversary shall vest as of the date of death or disability.
Sample 1

Related to Vesting Upon

  • Vesting Upon a Change in Control Immediately upon a Change in Control, any equity awards subject to vesting that have been granted to the Officer under the Company’s equity incentive plans and that are not fully vested shall become fully vested and, in the case of stock options, shall become immediately exercisable, and the Officer shall be entitled, in the case of such stock options, to exercise such stock options until the earlier of the expiration of their original full term or one year from the Date of Termination (in each case, without regard to any earlier termination otherwise applicable in the event of termination of employment, and to the extent permitted by Section 409A of the Code).

  • Vesting Upon Change in Control Notwithstanding anything to the contrary in this Agreement, including Section (D):

  • Acceleration of Vesting Upon Change in Control Effective at the time of a Change in Control, all unvested stock options and stock previously issued to Executive as to which rights of ownership are subject to forfeiture shall immediately vest; all risk of forfeiture of the ownership of stock or stock options and restrictions on the exercise of options shall lapse; and, Executive shall be entitled to exercise any or all options, such that the underlying shares will be considered outstanding at the time of the Change in Control.

  • Forfeiture upon Termination of Status as a Service Provider Notwithstanding any contrary provision of this Award Agreement, the balance of the Restricted Stock Units that have not vested as of the time of Participant’s termination as a Service Provider for any or no reason and Participant’s right to acquire any Shares hereunder will immediately terminate.

  • Death or Disability of Optionee In the event of the death or disability (as that term is defined in the Plan, "Disability") of the Optionee within a period during which the Option, or any part thereof, could have been exercised by the Optionee ("Option Period"), the Option shall lapse unless it is exercised within the Option Period and in no event later than twelve months after the date of the Optionee's death or Disability by the Optionee or the Optionee's legal representative or representatives in the case of a Disability or, in the case of death, by the person or persons entitled to do so under the Optionee's last will and testament or if the Optionee fails to make a testamentary disposition of the Option or shall die intestate, by the person or persons entitled to receive the Option under the applicable laws of descent and distribution. An Option may be exercised following the death or Disability of the Optionee only if the Option was exercisable by the Optionee immediately prior to his death or Disability. In no event shall the Option be exercisable after the Expiration Date. The Committee shall have the right to require evidence satisfactory to it of the rights of any person or persons seeking to exercise the Option under this paragraph 8 to exercise the Option.

  • Exercise Period Upon Death or Disability If the Participant dies or becomes disabled (within the meaning of Section 22(e)(3) of the Code) prior to the Final Exercise Date while he or she is an Eligible Participant and the Company has not terminated such relationship for “cause” as specified in paragraph (e) below, this option shall be exercisable, within the period of one year following the date of death or disability of the Participant, by the Participant (or in the case of death by an authorized transferee), provided that this option shall be exercisable only to the extent that this option was exercisable by the Participant on the date of his or her death or disability, and further provided that this option shall not be exercisable after the Final Exercise Date.

  • Nontransferability; Death or Disability of Optionee This option shall not be transferable except by will or by the laws of descent and distribution and shall be exercisable during Optionee’s lifetime only by Optionee. If Optionee dies while serving as a director or an employee of the Bancorp or a subsidiary corporation, or during the three (3) month period referred to in Paragraph 4 hereof, this option shall expire one (1) year after the date of Optionee’s death or on the day specified in Paragraph 2 hereof, whichever is earlier. After Optionee’s death but before such expiration, the persons to whom Optionee’s rights under this option shall have passed by will or by the laws of descent and distribution or the executor or administrator of Optionee’s estate shall have the right to exercise this option as to those shares for which installments had accrued under Paragraph 2 hereof as of the date on which Optionee ceased to be a director or an employee of the Bancorp or a subsidiary corporation. If Optionee terminates his or her directorship or employment because of disability (as defined in Section 22(e)(3) of the Code), Optionee may exercise this option to the extent he or she is entitled to do so at the date of termination, at any time within one (1) year of the date of termination, or before the expiration date specified in Paragraph 2 hereof, whichever is earlier.

  • Vesting Date All remaining shares of Restricted Stock will become vested on the Vesting Date.

  • Change in Control Vesting The shares of Common Stock underlying each Tranche of Performance Shares may also vest on an accelerated basis in accordance with the applicable provisions of Paragraph 4 of this Agreement should a Change in Control occur after the start but prior to the completion of the Performance Period applicable to that particular Tranche or the Certification Date. Issuance Date: The shares of Common Stock which actually vest and become issuable pursuant to each Tranche of Performance Shares shall be issued in accordance with the provisions of this Agreement applicable to the particular circumstances under which such vesting occurs.

  • Disability of Optionee If the Optionee ceases to be a Service Provider as a result of the Optionee’s Disability, this Option may be exercised for a period of twelve (12) months after the date of such termination (but in no event later than the expiration date of this Option as set forth in the Notice of Grant) to the extent that the Option is vested on the date of such termination. To the extent that Optionee does not exercise this Option within the time specified herein, the Option shall terminate.

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