Change in Control Qualifying Termination. In the event your Service is terminated due to a Change in Control Qualifying Termination prior to the Vesting Date, the Service Vesting Condition will be deemed fully satisfied on the Release Effective Date, and the total number of PSUs that are eligible to vest will be calculated by reference to actual performance for any Measurement Periods completed on or prior to the date of the Change in Control Qualifying Termination and deemed target performance achievement for any Measurement Period that is not completed prior to the date of the Change in Control Qualifying Termination and such applicable number of PSUs shall be deemed vested as of the date of your Change in Control Qualifying Termination based on such applicable average of the deemed and attained performance level for such Measurement Periods with the same weighting applied to all Measurement Periods in such averaging calculation and in all cases subject to and contingent upon the closing of the Change in Control. For the avoidance of doubt, any Measurement Periods that are scheduled to begin and/or end after the date on which the Change in Control Qualifying Termination occurs, if applicable, shall also be included in the average calculation at the deemed target performance level for purposes of determining the level of performance achievement and the number of PSUs that are eligible to vest.
Appears in 4 contracts
Sources: Performance Based Restricted Stock Units Agreement (Skyward Specialty Insurance Group, Inc.), Performance Based Restricted Stock Units Agreement (Skyward Specialty Insurance Group, Inc.), Performance Based Restricted Stock Units Agreement (Skyward Specialty Insurance Group, Inc.)