Common use of Effect of Termination of Continuous Service Clause in Contracts

Effect of Termination of Continuous Service. (a) Subject to Sections 4(b), (c), (d) and (e), upon the Participant’s termination of Continuous Service, the unvested portion of the RSUs granted under this Agreement shall be immediately forfeited and cancelled. (b) Notwithstanding Sections 1(b) or 4(a), and notwithstanding any provision in the Plan to the contrary, upon the date of a termination of Continuous Service that occurs prior to a Change in Control by (i) the Company other than for Cause or (ii) the Participant on account of Good Reason, death, or Disability, the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) shall be vested in a ProRata Number of RSUs, and the Company shall issue to the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) one (1) share of Stock free and clear of any restrictions for each vested RSU. Upon such date of termination, any unvested RSUs shall be immediately forfeited and canceled. (c) Notwithstanding Sections 1(b) or 4(a), and notwithstanding any provision in the Plan to the contrary, in the event that a Change in Control occurs prior to the Vesting Date and the Participant’s Continuous Service is terminated on or following such Change in Control by (i) the Company other than for Cause or (ii) the Participant on account of Good Reason, death or Disability, the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) shall, as of the date of such termination, be fully vested in the RSUs granted under this Agreement, and the Company shall issue to the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) one (1) share of Stock free and clear of any restrictions for each vested RSU. (d) Subject to Section 14, all shares of Stock to be issued pursuant to Section 4(b) or 4(c), if any, shall be issued to the Participant within thirty (30) days of the date on which the Participant’s Continuous Service is terminated.

Effect of Termination of Continuous Service. (a) Subject to Sections 4(b), (c), (d) and (ed), upon the Participant’s termination of Continuous ServiceService for any reason, the unvested portion of the RSUs granted under evidenced by this Agreement shall be immediately forfeited and cancelledcanceled (except that if the Participant’s Continuous Service is terminated by the Company other than for Cause, or by the Participant for Good Reason, prior to any Vesting Date, the Participant shall be deemed to have continued in Continuous Service through the next following Vesting Date). (b) Notwithstanding Sections Section 1(b) or 4(a), if, prior to a Vesting Date, the Participant’s Continuous Service is terminated by the Company for Cause, then the Participant shall forfeit any right to, and notwithstanding not be issued or receive, any provision in the Plan to the contraryshares of Stock under this Agreement. (c) Notwithstanding Section 1(b) or 4(a), upon the date of a termination of Continuous Service that occurs prior to a Change in Control by (i) the Company other than for Cause or (ii) the Participant on account of Good Reason, death, or Disability, the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) shall be fully vested in a ProRata Number any RSUs that remain unvested as of RSUs, and the such date. The Company shall issue to the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) one (1) share of Stock free and clear of any restrictions for each vested RSU. Upon such RSU that vests pursuant to this Section 4(b) within ten (10) days following the date of terminationthe Participant’s death. (d) Notwithstanding Section 1(b) or 4(a), upon the date of a termination of Continuous Service by the Participant on account of Good Reason or Disability, the Participant shall be vested in a Pro-Rata Number of RSUs, and any unvested RSUs shall be immediately forfeited and canceled. (c) Notwithstanding Sections 1(b) or 4(a), and notwithstanding any provision in the Plan to the contrary, in the event that a Change in Control occurs prior to the Vesting Date and the Participant’s Continuous Service is terminated on or following such Change in Control by (i) the Company other than for Cause or (ii) the Participant on account of Good Reason, death or Disability, the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) shall, as of the date of such termination, be fully vested in the RSUs granted under this Agreement, and the . The Company shall issue to the Participant (or the Participant’s designated beneficiary in the event of the Participant’s death) one (1) share of Stock free and clear of any restrictions for each vested RSU. (d) Subject to Section 14, all shares of Stock to be issued RSU that vests pursuant to this Section 4(b4(d) or 4(c), if any, shall be issued to the Participant within thirty (30) __________ days of following the date on which the Participant’s of termination of Continuous Service is terminatedon account of Disability.