Tier 1 Shares definition
Examples of Tier 1 Shares in a sentence
If Employee makes an election under Section 83(b) of the Code with respect to all or a portion of its Tier 1 Shares, Tier 2 Shares and/or Tier 3 Shares, Employee shall make a cash payment to the Company equal to the estimated taxes attributable to the Employee's receipt of the Cash Payments and such Shares within thirty (30) days after the Award Date.
If Employee made an election under Section 83(b) of the Code with respect to all or a portion of its Tier 1 Shares, Tier 2 Shares and/or Tier 3 Shares, Employee made a cash payment to the Company equal to the estimated taxes attributable to the Employee’s receipt of the Cash Payments and such Shares within thirty (30) days after the Award Date.
If the Employee did not make an election under Section 83(b) of the Code with respect to all or a portion of its Tier 1 Shares, Tier 2 Shares and/or Tier 3 Shares and is entitled to receive Shares under this Agreement, the Employee acknowledges that it did not receive a Cash Payment and shall pay the estimated taxes attributable to such Shares for which an election under Section 83(b) of the Code was not made to the Company prior to the issuance of such Shares.
If the Employee does not make an election under Section 83(b) of the Code with respect to all or a portion of its Tier 1 Shares, Tier 2 Shares and/or Tier 3 Shares and is entitled to receive Shares under this Agreement, the Employee acknowledges that it shall not receive a Cash Payment and shall pay the estimated taxes attributable to such Shares for which an election under Section 83(b) of the Code is not made to the Company prior to the issuance of such Shares.
The Company hereby awards to the Employee ----------------------- the number of Tier 1 Shares and Tier 2 Shares set forth on Annex 1 subject to the restrictions and other terms and conditions set forth herein, including without limitation, the forfeiture restrictions set forth in Article IV hereof.
The dividend rate payable on Tier 1 Shares will be specified in the terms of issue of the Tier 1 Shares, but will not exceed the applicable “AUD-BBR-BBSW” rate See Note plus a margin not exceeding 3.5% per annum (“T1 Margin”).
With respect to the Tier 1 Shares and Tier 2 Shares, upon a Termination of Employment by the Company for any reason (including, without limitation, for Cause) or by the Employee for any reason (including death or disability), then, for purposes of determining the Non-Forfeitable Shares, the Employee will be considered to remain an Employee through the end of the applicable calendar year quarter in which the Termination of Employment occurs.
The Tier 1 Shares will not provide for payment of a higher dividend rate if dividends are not paid on time (nor a reduced dividend rate if dividends are paid on time).
On receipt of a Notification each party will refer the Dispute for resolution by a person with authority to resolve such a dispute.
All Tier 1 Shares covered hereby shall remain subject to the restrictions and other terms and conditions set forth in this Agreement during the period measured from the Award Date and ending on the Measurement Date.