Performance Unit Payment definition

Performance Unit Payment shall have the meaning set forth in Section 3.3(a)(ii).
Sample 1Sample 2Sample 3
Performance Unit Payment means, with respect to any such Performance Unit, a cash payment equal to the product of (A) the number of vested Performance Units as of the Effective Time (after taking into account change in control or other vesting provisions in the Company Plans and the award agreements governing the applicable Performance Units) multiplied by (B) the Merger Consideration, less any applicable withholding Taxes.
Sample 1Sample 2
Performance Unit Payment means, with respect to any Performance Unit, a cash payment equal to the holder’s Payout Percentage (which shall be deemed to be the greater of (a) one hundred percent (100%) and (b) if all of the Performance Goals (as defined in the relevant award agreement for such Performance Units) have been met or exceeded as of the Effective Time, the greater of (i) the Payout Percentage that such holder would have received if the Payout Percentage determination had been made at the Effective Time or (ii) the Payout Percentage determined on the Performance Measurement Date (as defined in the relevant award agreement for such Performance Units) multiplied by the Merger Consideration, without interest and less any required withholding Taxes. In no event will the Company exercise any discretion pursuant to Section 6(c) of the form award agreement for each such Performance Unit in its determination of the Payout Percentage, which shall be objectively determined in accordance with this Section 3.3(a)(ii).
Sample 1Sample 2

Examples of Performance Unit Payment in a sentence

  • As of the Effective Time, each Performance Unit that is outstanding as of the date of this Agreement and immediately prior to the Effective Time shall be canceled without any action on the part of any holder of such Performance Unit in consideration for the right at the Effective Time to receive, as promptly as reasonably practicable following the Effective Time, the Performance Unit Payment.

  • Except as provided in Sections 13 or 14, such delivery shall take place on the Performance Unit Payment Date.

  • In the event of the occurrence of a Change in Control in which the Performance Units are continued or assumed, vested Performance Units shall be paid out to the Employee at the earlier of the Employee’s termination of employment or the Performance Unit Payment Date.

  • Payment of such cash or shares of Stock shall be paid by March 15th of the calendar year immediately following the calendar year in which each Performance Period ends (the “Performance Unit Payment Date”), provided that the Participant remains an Employee as of such Performance Unit Payment Date.

  • PW Pipe's Performance Unit Payment incentive program ("PUP") has been terminated and nothing contained herein shall adversely impact the Employee's rights under the PUP that accrued prior to the date hereof.

  • Otherwise, in the event of the occurrence of a Change in Control in which the Performance Units are not continued or assumed, the vested Performance Units shall be paid out at the earlier of the Employee’s termination of employment or the Performance Unit Payment Date.

  • If the Performance Goal is achieved, the Comp Committee may elect, in its sole discretion, to make the Quarterly Performance Unit Payment in cash, Shares or any combination of cash and Shares.

  • Payment of such cash or shares of Stock shall be paid by March 15th of the calendar year immediately following the calendar year in which each Performance Period ends (the “Performance Unit Payment Date”), provided that the Participant remains an Employee as of such Performance Unit Payment Date.(b)Change of Control.

  • Notwithstanding anything to the contrary in this Section 4.4, Employer shall only be required to make each Quarterly Performance Unit Payment to the extent permitted under the Credit Agreement.

  • In the event that any Quarterly Performance Unit Payment (whether in cash, Shares or any combination of cash and Shares) would cause a default under the Credit Agreement, Employer shall pay Executive the maximum amount possible under the Credit Agreement without causing a default thereunder; and Executive shall have no further right to any unpaid amounts attributable to such Quarterly Performance Unit Payment.


More Definitions of Performance Unit Payment

Performance Unit Payment has the meaning specified in Section 2.3(f).
Sample 1

Related to Performance Unit Payment

  • Performance Unit Award means an Award granted under Article XI of the Plan under which, upon the satisfaction of predetermined Performance Goals, a cash payment shall be made to the Holder, based on the number of Units awarded to the Holder.

  • Performance Unit means an Award which may be earned in whole or in part upon attainment of performance goals or other vesting criteria as the Administrator may determine and which may be settled for cash, Shares or other securities or a combination of the foregoing pursuant to Section 10.

  • Performance Unit Agreement means a written agreement between the Company and a Holder with respect to a Performance Unit Award.

  • Performance Share Unit or “PSU” means a unit equivalent in value to a Share, credited by means of a bookkeeping entry in the books of the Corporation in accordance with Article 6;

  • Performance Share means an Award denominated in Shares which may be earned in whole or in part upon attainment of performance goals or other vesting criteria as the Administrator may determine pursuant to Section 10.

  • Performance Units means an Award which may be earned in whole or in part upon attainment of performance criteria established by the Administrator and which may be settled for cash, Shares or other securities or a combination of cash, Shares or other securities as established by the Administrator.

  • Performance Stock Unit means a right granted to a Participant pursuant to Section 8.2, to receive Stock, the payment of which is contingent upon achieving certain Performance Goals or other performance-based targets established by the Committee.

  • Performance Share Award means an Award entitling the recipient to acquire shares of Stock upon the attainment of specified Performance Goals.

  • Performance Award means any right granted under Section 6(d) of the Plan.

  • Cash Award means an award denominated in cash.

  • Performance Cash Award means an award of cash granted pursuant to the terms and conditions of Section 6(c)(ii).

  • Performance Share Units means Performance Share Units granted to an Eligible Individual under Section 9.1(b).

  • Performance Shares means Shares or an Award denominated in Shares which may be earned in whole or in part upon attainment of performance criteria established by the Administrator.

  • Performance Award Formula means, for any Performance Award, a formula or table established by the Committee pursuant to Section 10.3 which provides the basis for computing the value of a Performance Award at one or more levels of attainment of the applicable Performance Goal(s) measured as of the end of the applicable Performance Period.

  • Performance Compensation Award means any Award designated by the Committee as a Performance Compensation Award pursuant to Section 11 of the Plan.

  • Share Unit means either an RSU or a PSU, as the context requires.

  • Incentive Award means the right to receive a cash payment to the extent Performance Goals are achieved, and shall include “Annual Incentive Awards” as described in Section 10 and “Long-Term Incentive Awards” as described in Section 11.

  • Phantom Stock Unit means the right to receive the value of one (1) share of the Company’s Common Stock, subject to the provisions of Section 8.4 of the Plan.

  • Performance Grant means an Award subject, in part, to the terms, conditions and restrictions described in Section 9, pursuant to which the recipient may become entitled to receive cash, Class A Shares, Other Real Goods Securities or property, or other forms of payment, or any combination thereof, as determined by the Committee.

  • Performance Stock Award means a Stock Award granted under the terms and conditions of Section 6(c)(i).

  • Performance Award Agreement means a written agreement between the Company and a Participant with respect to a Performance Award.

  • Stock Unit Award means a right to receive shares of Common Stock which is granted pursuant to the terms and conditions of Section 7(c).

  • Cash Incentive Award means a cash award granted pursuant to Section 8 of this Plan.

  • Cash Performance Award means an Award that is denominated by a cash amount to an Eligible Person under Section 10 hereof and payable based on or conditioned upon the attainment of pre-established business and/or individual Performance Goals over a specified performance period.

  • LTIP Award means each or any, as the context requires, LTIP Award issued under any Equity Incentive Plan.

  • Performance Awards means Performance Units, Performance Shares or either or both of them.