Vesting Upon Clause Samples
The 'Vesting Upon' clause defines the specific events or conditions under which ownership rights or benefits, such as stock options or equity, become fully granted to an individual. Typically, this clause outlines triggers like a change of control, termination of employment, or achievement of certain milestones that accelerate or complete the vesting process. Its core practical function is to provide clarity and predictability regarding when and how unvested interests become vested, thereby protecting both the interests of the company and the individual by specifying the circumstances that alter the standard vesting schedule.
Vesting Upon. “Change of Control”: In the event of a “Change of Control”, as defined in Paragraph 14 of the Existing Agreement, the Retirement Benefit shall fully vest, effective as of the “Date of Change of Control”, as defined in Paragraph 15 of the Existing Agreement, provided that, as of the Date of Change of Control: (a) Executive shall be in compliance with Executive’s obligations under the Existing Agreement and under this Agreement; and, (b) Executive shall be employed as Chief Lending Officer of Bank. The parties acknowledge that the “Date of Change of Control” shall include the deemed “Date of Change of Control” as defined with respect to Executive’s termination in the last paragraph of Paragraph 15 of the Existing Agreement.
Vesting Upon. “Change of Control”: In the event of a “Change of Control,” as defined in Section 5(b) of the Existing Agreement, the Retirement Benefit shall fully vest, effective as of the date of the Change of Control, provided that, as of the ▇▇▇▇ of the Change of Control: (a) Executive shall be in compliance with Executive’s obligations under the Existing Agreement and under this Agreement; and (b) Executive shall be employed as Executive Vice President and Chief Financial Officer of the Corporation and of the Bank.”
Vesting Upon. Change of Control.
Vesting Upon a Change of Control of the Company. Notwithstanding the vesting schedule in Section 1.4(b) above, (i) all shares of Stock granted to the Executive pursuant to Section 1.4(a) hereof shall vest in the Executive immediately upon a Change in Control of the Company if Executive is then employed by the Company on the date of such a Change in Control of the Company; and (ii) in the event of the Executive's death or disability prior to the fourth anniversary of the date of this Agreement, a pro rata portion (based on the number of days elapsed from the immediately preceding anniversary to the date of death or disability divided by 365) of the Stock that would have vested on the next succeeding anniversary shall vest as of the date of death or disability.
Vesting Upon a Change-in-Control. Notwithstanding any other provision hereof, in the event of a "Change-in-Control" of the Company, the Option shall become vested and exercisable with respect to 100% of the shares of Stock subject to the Option, provided the Employee's "Employment Relationship" (as defined in Section 8 hereof) with the Company has not terminated on or before the effective date of such "Change-in-Control". For purposes of this Agreement, the term "Change-in-Control" shall have the meaning provided in the "Executive Severance Agreement" dated August 14, 1997, as the same may be amended, that is then in effect with respect to the Employee. If the Executive Severance Agreement is not in effect on the date an alleged Change-in-Control occurs or if the executive Severance Agreement has been amended so that the term "Change-in-Control" or its equivalent is not defined therein, then the definition of the term "Change-in-Control" as set forth in the Plan shall apply.
Vesting Upon. Termination During the Four-Year Performance Period. If (i) the Employee's "Employment Relationship" with the Company (as defined in Section 8 hereof) terminates during the four-year Performance Period and after August 14, 1999 by reason of death, disability (as such term is defined in the Executive Severance Agreement described in Section 4(a) hereof), "Retirement" (as defined in Section 5(b) hereof), or termination "Without Cause" (as such term is defined in the Executive Severance Agreement described in Section 4(a) hereof), and (ii) the Employee is not vested and exercisable with respect to 100% of the shares of Stock subject to the Option, then the Option shall, on the date of such termination, become vested and exercisable with respect to the following percentage of the shares of Stock subject to the Option, reduced by the percentage of the shares of Stock subject to the Option which had become vested and exercisable prior to the Employee's termination. For this purpose, the percentages set forth in the following table shall be pro rated on a fully completed monthly basis if the Employee's termination occurs during the third or fourth years of the Performance Period.