Common use of Performance Vesting Shares Clause in Contracts

Performance Vesting Shares. (i) Except as otherwise provided in Sections 2(b)(ii) and 2(b)(iii) below, 30% of the shares of Executive Stock purchased hereunder (the "Performance Vesting Shares") shall vest on the seventh anniversary of the Start Date, if as of such date Executive is still employed by the Company or any Subsidiary, provided that if at the end of any of the first five fiscal years of the Company following the date hereof, both the Company's EBITDA and EBITDA Percentage equal or exceed 90% of the Company's Projected EBITDA and Projected EBITDA Percentage, as determined in good faith by the Board, respectively, for such fiscal years, then 20% of the Performance Vesting Shares shall vest as of the end of each fiscal year in which such requirement is satisfied. In the event the Company does not satisfy the requirement for 20% of the Performance Vesting Shares to vest as of the end of any fiscal year, IF (i) the sum of the Company's EBITDA for the fiscal year in which such requirement is not met and the immediately succeeding fiscal year equals or exceeds 90% of the sum of the Company's Projected EBITDA for such two fiscal years, and (ii) the average of the Company's EBITDA Percentages for such two years equals or exceeds 90% of the average of the Company's Projected EBITDA Percentages for such two fiscal years, THEN 40% of the Performance Vesting Shares shall vest as of the end of the second of such two fiscal years.

Performance Vesting Shares. (i) Except as otherwise provided in Sections 2(b)(ii) and 2(b)(iii) below, 3018.18% of the shares of Executive Stock purchased hereunder (the "Performance Vesting Shares") shall vest on the seventh anniversary of the Start Datedate hereof, if as of such date Executive is still employed by the Company or any Subsidiary, provided that if at the end of any of the first five fiscal years of the Company following the date hereofClosing (however, if the end of the first fiscal year following the Closing occurs within six months of the Closing, the test described below shall be made at the end of the five consecutive fiscal years of the Company starting with the end of the second fiscal year following the Closing), both the Company's EBITDA and EBITDA Percentage equal or exceed 90% of the Company's's Projected EBITDA and Projected EBITDA Percentage, as determined in good faith by the Board, respectively, for such fiscal years, then 20% of the Performance Vesting Shares shall vest as of the end of each fiscal year in which such requirement is satisfied. In the event the Company does not satisfy the requirement for 20% of the Performance Vesting Shares to vest as of the end of any fiscal year, IF (i) the sum of the Company's EBITDA for the fiscal year in which such requirement is not met and the immediately succeeding fiscal year equals or exceeds 90% of the sum of the Company's Projected EBITDA for such two fiscal years, and (ii) the average of the Company's EBITDA Percentages for such two years equals or exceeds 90% of the average of the Company's Projected EBITDA Percentages for such two fiscal years, THEN 40% of the Performance Vesting Shares shall vest as of the end of the second of such two fiscal years.

Performance Vesting Shares. (i) Except as otherwise provided in Sections 2(b)(ii) and 2(b)(iii) below, 3025% of the shares of Executive Stock purchased hereunder (the "Performance Vesting Shares") shall vest on the seventh anniversary of the Start Date, if as of such date Executive is still employed by the Company or any Subsidiary, provided that if at the end of any of the first five fiscal years of the Company following the date hereof, both the Company's EBITDA and EBITDA Percentage equal or exceed 90% of the Company's Projected EBITDA and Projected EBITDA Percentage, as determined in good faith by the Board, respectively, for such fiscal years, then 20% of the Performance Vesting Shares shall vest as of the end of each fiscal year in which such requirement is satisfied. In the event the Company does not satisfy the requirement for 20% of the Performance Vesting Shares to vest as of the end of any fiscal year, IF (i) the sum of the Company's EBITDA for the fiscal year in which such requirement is not met and the immediately succeeding fiscal year equals or exceeds 90% of the sum of the Company's Projected EBITDA for such two fiscal years, and (ii) the average of the Company's EBITDA Percentages for such two years equals or exceeds 90% of the average of the Company's Projected EBITDA Percentages for such two fiscal years, THEN 40% of the Performance Vesting Shares shall vest as of the end of the second of such two fiscal years.

Performance Vesting Shares. (i) Except as otherwise provided in Sections 2(b)(ii) and 2(b)(iii) below, 3020% of the shares of Executive Stock purchased hereunder (the "Performance Vesting Shares") shall vest on the seventh anniversary of the Start Date, if as of such date Executive is still employed by the Company or any Subsidiary, provided that if at the end of any of the first five fiscal years of the Company following the date hereof, both the Company's EBITDA and EBITDA Percentage equal or exceed 90% of the Company's Projected EBITDA and Projected EBITDA Percentage, as determined in good faith by the Board, respectively, for such fiscal years, then 20% of the Performance Vesting Shares shall vest as of the end of each fiscal year in which such requirement is satisfied. In the event the Company does not satisfy the requirement for 20% of the Performance Vesting Shares to vest as of the end of any fiscal year, IF if (i) the sum of the Company's EBITDA for the fiscal year in which such requirement is not met and the immediately succeeding fiscal year equals or exceeds 90% of the sum of the Company's Projected EBITDA for such two fiscal years, and (ii) the average of the Company's EBITDA Percentages for such two years equals or exceeds 90% of the average of the Company's Projected EBITDA Percentages for such two fiscal years, THEN 40% of the Performance Vesting Shares shall vest as of the end of the second of such two fiscal years.