Effect of Involuntary Termination in Connection with Change in Control. The Converted Time-Based RSUs shall immediately vest in full in the event of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control (either of such events of termination within such period, a “CIC Termination”). (i) For purposes of this Agreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the Syneos Health, Inc. Executive Severance Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”). (ii) This Section 2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. Further, the vesting acceleration benefits provided under this Section 2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. (iii) Any vesting acceleration provisions contemplated under this Section 2(e) shall be subject to the limitations provided in Section 5.5 of the Plan. (iv) Any PRSUs that vest pursuant to this Section 2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\137768044.8|| (i) Appendix C – Performance Restricted Stock Unit Award Agreement
Appears in 1 contract
Sources: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. The Converted Time-Based RSUs shall Any portion of the Total Award not previously forfeited will become fully vested immediately vest in full upon the Participant’s termination of Service in the event of that (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, death or Disability or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control Control. (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this Agreement (including Section 2(d))Agreement, “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the Syneos HealthINC Research Holdings, Inc. Executive Severance Plan, adopted September 15, 2016, as amended and restated August 20, 2018 Plan (the “Executive Severance Plan”).
(ii) This Section 2(e2(b) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, without regard to whether the extent Participant is an Eligible Executive under the Executive Severance Plan is applicable to the ParticipantPlan. Further, the vesting acceleration benefits provided under this Section 2(e2(b) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(e2(b) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(e2(b) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\137768044.8||.
(iv) Appendix C – Performance Restricted Stock Unit Award AgreementThe provisions in this Section 2(b) shall apply without regard to whether the Participant is an Eligible Executive under the Severance Plan.
Appears in 1 contract
Sources: Global Performance Restricted Stock Unit Award Agreement (INC Research Holdings, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. The Converted Time-Based RSUs shall immediately vest in full in the event of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this Agreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the Syneos Health, Inc. Executive Severance Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. Further, the vesting acceleration benefits provided under this Section 2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. |USUS-DOCS\137768044.8||
(i) Appendix C – Performance Restricted Stock Unit Award AgreementDOCS\119733922.3
Appears in 1 contract
Sources: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. The Converted Time-Based RSUs shall immediately vest in full in the event of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this Agreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the Syneos Health, Inc. Executive Severance Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. Further, the vesting acceleration benefits provided under this Section 2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\137768044.8||DOCS\119733922.3||
(i) Appendix C – Performance Restricted Stock Unit Award Agreement
Appears in 1 contract
Sources: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)
Effect of Involuntary Termination in Connection with Change in Control. The Converted Time-Based RSUs shall immediately vest in full in the event of (A) the Participant’s Service is terminated by the Company or a Subsidiary for any reason other than Cause, or (B) the Participant resigns for Good Reason, in each case, at the time of, or during the period commencing on the date three (3) months prior to a Change in Control and ending twenty-four (24) months following such Change in Control (either of such events of termination within such period, a “CIC Termination”).
(i) For purposes of this Agreement (including Section 2(d)), “Cause,” “Change in Control,” and “Good Reason” shall have the meanings ascribed to such terms in the Syneos Health, Inc. Executive Severance Plan, adopted September 15, 2016, as amended and restated August 20, 2018 (the “Executive Severance Plan”).
(ii) This Section 2(e) shall be interpreted consistently with the provisions of the Executive Severance Plan to give effect to the benefits intended to be provided under the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. Further, the vesting acceleration benefits provided under this Section 2(e) shall be subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant.
(iii) Any vesting acceleration provisions contemplated under this Section 2(e) shall be subject to the limitations provided in Section 5.5 of the Plan.
(iv) Any PRSUs that vest pursuant to this Section 2(e) shall also be subject to the additional settlement provisions and subject to the conditions set forth in the Executive Severance Plan, to the extent the Executive Severance Plan is applicable to the Participant. |US-DOCS\137768044.8||
(i) Appendix C – Performance Restricted Stock Unit Award AgreementDOCS\137919521.3|| |US-DOCS\137919521.3||
Appears in 1 contract
Sources: Global Performance Restricted Stock Unit Award Agreement (Syneos Health, Inc.)