Fully Vest definition
Examples of Fully Vest in a sentence
For the avoidance of doubt, to the extent TSR Value as of such Change in Control does not represent at least an increase over the Baseline Price equal to the Minimum Change in Control TSR Percentage, no 2013 Units shall Fully Vest.
The number of RSUs that Fully Vest on any Vesting Date shall be rounded to the nearest whole RSU, but in no event shall the aggregate number of RSUs that Fully Vest and become payable in accordance with this award exceed the Total RSUs.
If the Profits Interest Unit linked to an Accrued Distribution fails to Fully Vest and is forfeited for any reason, then (x) the linked Accrued Distribution shall be forfeited, and (y) the Partnership shall have no further obligations in respect of such Accrued Distribution.
However, if, within two (2) years after the occurrence of a Change in Control, a Termination of Employment occurs with respect to the Grantee, except for (i) a termination of Grantee’s employment by the Company, the Surviving Corporation or any Related Entity for Cause or (ii) Grantee’s termination of employment for any reason other than for “good reason” (as defined in Grantee’s Change in Control Agreement, if applicable), then the RSU shall Fully Vest.
For the avoidance of doubt, to the extent TSR Value as of the End Date does not represent at least a twenty-four percent (24%) increase over the Baseline Price, no RSUs shall Fully Vest on the End Date pursuant to this Section 3(a).
If the RSU linked to a Dividend Equivalent fails to Fully Vest and is forfeited for any reason, then (x) the linked Dividend Equivalent shall be forfeited as well; (y) any amounts otherwise payable in respect of such Dividend Equivalent shall be forfeited without payment; and (z) the Company shall have no further obligations in respect of such Dividend Equivalent.
For the avoidance of doubt, to the extent TSR Value as of the Change in Control does not represent at least an increase over the Baseline Price equal to the Minimum Change in Control TSR Percentage, no RSUs shall become eligible to Fully Vest pursuant to this Section 3(b).
The Board may, in the exercise of its sole discretion in such instance, (i) provide that option or right shall Fully Vest as of any specified date prior to such liquidation or dissolution and/or (ii) declare that any option or right shall terminate as of any specified date.
The CIC RSUs (if any) shall Fully Vest on the first anniversary of the Change in Control or, if earlier, the date of a Qualifying Termination occurring within the twelve (12)-month period following the date of such Change in Control, provided that such Qualifying Termination occurs after the Company’s stockholders approve the Plan, in each case, subject to and conditioned upon the Participant’s continued Service.
If the RSU linked to a Dividend Equivalent fails to Fully Vest and is forfeited for any reason, then (x) the linked Dividend Equivalent shall be forfeited as well, (y) any amounts otherwise payable in respect of such Dividend Equivalent shall be forfeited without payment and (z) the Company shall have no further obligations in respect of such Dividend Equivalent.