Acceleration of Vesting – General Sample Clauses

Acceleration of Vesting – General. If, before May 30, 2011, the Executive’s employment with Idearc terminates by reason of the Executive’s Retirement (as defined below) after November 30, 2008, or death, or is terminated by Idearc without Cause (as defined below) or by reason of the Executive’s Disability (as defined below) then, in the case of any such event, the Executive will be immediately vested in all unvested Shares. The Executive may designate a beneficiary who shall be entitled to receive Shares that become vested by reason of the Executive’s death. Any such designation must be made in writing in such manner and in accordance with such other requirements as may be prescribed by the Company’s Executive Vice President – Human Resources and Employee Administration. If the Executive fails to designate a beneficiary, or if no designated beneficiary survives the Executive, the Executive’s beneficiary shall be the Executive’s surviving spouse, if any, or, if none, the Executive’s estate.
Sample 1
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Acceleration of Vesting – General. Except as otherwise specified in subpart (ii) below, if, before the Option becomes vested, the Optionee’s employment with Idearc terminates by reason of the Optionee’s death or Retirement (as defined below) or is terminated by Idearc by reason of the Optionee’s Disability (as defined in the Plan), then the Option will thereupon become fully vested.
Sample 1
Acceleration of Vesting – General. Except as otherwise specified in subpart (ii) below, if, before the Option becomes vested, the Optionee’s employment with Idearc terminates by reason of the Optionee’s death or Retirement (as defined below) or is terminated by Idearc by reason of the Optionee’s Disability (as defined in the Plan), then the Option will thereupon become fully vested. For the purpose of this Agreement, the term “Retirement” means the voluntary termination of employment by the Optionee occurring at least ___ months after the date of this Agreement if (and only if) on the date of such termination, (A) the sum of the Optionee’s age and number of years of service with Idearc or a predecessor company (including Verizon Communications Inc.) is at least 75, and (B) the number of the Optionee’s years of service is at least 15.
Sample 1
Acceleration of Vesting – General. If, before the Award becomes fully vested, the Participant’s employment with Idearc terminates by reason of the Participant’s death or “retirement” (as defined below) or is terminated by Idearc without Cause or by reason of the Participant’s Disability (as defined in the Plan), then the Award (including the Participant’s PSU Account and the then outstanding Restricted Shares) will thereupon become fully vested. For the purpose of this Agreement, the term “retirement” means the voluntary termination of employment by the Participant after June 30, 2008, if (and only if) on the date of such termination, (A) the sum of the Participant’s age and number of years of service with Idearc or a predecessor company (including Verizon Communications Inc.) is at least 75, and (B) the number of the Participant’s years of service is at least 15. Subject to the provisions hereof, in the event of the Participant’s death, the Participant’s beneficiary, who shall be determined in accordance with Section 7 below, will succeed to the Participant’s rights under this Award.
Sample 1

Related to Acceleration of Vesting – General

  • Acceleration of Vesting Notwithstanding any provision of the Plan or this Agreement to the contrary, in the event of a Change in Control prior to the date that the Option is fully vested and exercisable, the Option shall become immediately vested and exercisable with respect to 100% of the Shares in each remaining vesting tranche. To the extent practicable, such acceleration of vesting and exercisability shall occur in a manner and at a time which allows the Participant the ability to participate in the Change in Control with respect to the Shares of Common Stock received.

  • Vesting Acceleration Effective on such termination, the Executive shall receive accelerated vesting equivalent to six (6) months of service beyond the date of Executive’s termination with respect to the shares subject to any grant of restricted stock or stock options (each, an “Equity Grant”) granted to the Executive, regardless of whether granted prior to, coincident with, or after, the Effective Date; provided, however, that in the event such termination occurs within one (1) year following a Change of Control, then one hundred percent (100%) of the remaining shares subject to each such Equity Grant shall become vested in full and the period during which the Executive is permitted to exercise (if applicable) any such Equity Grant shall be extended until the earlier of (i) ten (10) years from the date of grant, or (ii) the expiration date of such Equity Grant (as of the date of grant).

  • Acceleration of Options One hundred (100%) percent of the Executive’s outstanding, unvested options, restricted stock and/or equity awards (“Equity Awards”) shall, immediately prior to the consummation of the Change in Control, become fully and immediately vested to the extent not already so provided under the terms of such Equity Awards; provided, however, that if the acquirer in a Change in Control grants Equity Awards having (in the reasonable opinion of the Board) a value at least equal to the value of Executive’s then-unvested Company Equity Awards, then 50% of the Executive’s outstanding, unvested Company Equity Awards shall become fully and immediately vested immediately prior to the consummation of the Change in Control (and the remaining 50% shall terminate upon the consummation of the Change in Control). Notwithstanding any provisions of the stock option plan or stock option agreement pursuant to which any stock options subject to the preceding sentence were granted, the Executive shall be entitled to exercise such Equity Awards until three years from the date of termination of employment or the expiration of the stated period of the Equity Award, whichever period is the shorter.

  • Special Acceleration of Option (a) This option, to the extent outstanding at the time of a Corporate Transaction but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of such Corporate Transaction, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully vested shares of Common Stock. No such acceleration of this option shall occur, however, if and to the extent: (i) this option is, in connection with the Corporate Transaction, to be assumed by the successor corporation (or parent thereof) or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Corporate Transaction on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent payout in accordance with the same option exercise/vesting schedule set forth in the Grant Notice.

  • Acceleration, Etc Upon the occurrence of any Event of Default described in the foregoing Section 10.1(e) or 10.1(f), the Loan shall automatically and immediately terminate and the unpaid principal amount of and any and all accrued interest on the Loan shall automatically become immediately due and payable, with all additional interest from time to time accrued thereon and without presentment, demand or protest or other requirements of any kind (including, without limitation, valuation and appraisement, diligence, presentment, notice of intent to demand or accelerate or notice of acceleration), all of which are hereby expressly waived by Borrower, and the obligations of Lender to make any further disbursement of the Loan shall thereupon terminate; and upon the occurrence and during the continuance of any other Event of Default, Lender may, by written notice to Borrower, (i) declare that the Loan is terminated, whereupon the Loan and the obligation of Lender to make any further disbursement of the Loan shall immediately terminate, and/or (ii) declare the unpaid principal amount of, any and all accrued and unpaid interest on the Loan and all of the other Obligations to be, and the same shall thereupon be, immediately due and payable with all additional interest from time to time accrued thereon and without presentment, demand, or protest or other requirements of any kind (including without limitation, valuation and appraisement, diligence, presentment, notice of intent to demand or accelerate and of acceleration), all of which are hereby expressly waived by Borrower. Without limiting Lender’s authority hereunder, on or after the Maturity Date, Lender may exercise any or all rights and remedies under the Loan Documents or applicable law, including, without limitation, foreclosure upon the Property or any additional collateral.

  • Accelerated Vesting Notwithstanding the terms of any Award Agreement heretofore or hereafter granted to the Executive, in the event of a Change of Control, all Options and Restricted Stock granted to the Executive which do not constitute deferred compensation for Code Section 409A purposes shall become fully vested on the date of the Change of Control. The Executive shall have the right to exercise any such Options in a manner provided for in the applicable Award Agreement. In the event of any conflict between the terms of this Section 9(a) and the terms of any Award Agreement granted to the Executive, the terms of this Section 9(a) shall control and govern.

  • Forfeiture upon Termination of Status as a Service Provider Notwithstanding any contrary provision of this Award Agreement, the balance of the Restricted Stock Units that have not vested as of the time of Participant’s termination as a Service Provider for any or no reason and Participant’s right to acquire any Shares hereunder will immediately terminate.

  • Acceleration of Exercisability Notwithstanding the schedule provided in subsection 3.2, the Option will become fully exercisable (unless Participant chooses to decline accelerated Vesting of all or any portion of the Option) upon the occurrence of either:

  • Effect of Vesting Upon Vesting, the Company shall cause to be delivered to the Recipient (i) a certificate for the Shares which have vested free and clear of restrictive legends and (ii) any stock powers signed hereunder by the Recipient remaining in its possession related to the vested shares. In the event that the Recipient dies before delivery of the certificate, such certificate shall be delivered to, and registered in the name of, the Recipient's beneficiary or estate, as the case may be.

  • Vesting Generally LTIP Units may, in the sole discretion of the General Partner, be issued subject to vesting, forfeiture and additional restrictions on Transfer pursuant to the terms of an award, vesting or other similar agreement (a “Vesting Agreement”). The terms of any Vesting Agreement may be modified by the General Partner from time to time in its sole discretion, subject to any restrictions on amendment imposed by the relevant Vesting Agreement or by the Plan, if applicable. LTIP Units that were fully vested when issued or that have vested and are no longer subject to forfeiture under the terms of a Vesting Agreement are referred to as “Vested LTIP Units”; all other LTIP Units shall be treated as “Unvested LTIP Units.”

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