Common use of Vesting Criteria Clause in Contracts

Vesting Criteria. The Grantee’s interest in the Shares shall vest only: (i) if the Grantee has been in continuous service as a director of the Company from the Award Date through the Service Date (“Service Condition”); and (ii) in accordance with the vesting timing set forth below in this Section 3(a) (“Vesting Date”). After the end of the Service Period, the Compensation Committee shall certify whether the Service Condition has been satisfied (“Certification Date”). If the Service Condition has been satisfied then the earned Shares shall be considered “Earned But Unvested Shares.” Such Earned But Unvested Shares shall vest as soon as administratively possible following the earlier of (i) Grantee’s Retirement or (ii) Grantee’s death. Prior to the Certification Date, all Shares shall be considered “Unvested Shares.” If the Service Condition has not been satisfied then the Shares shall be immediately and automatically forfeited.