Service Condition and Forfeiture Sample Clauses

Service Condition and Forfeiture. In order for any Shares hereunder to become Eligible Shares and to vest, Participant must have continuously satisfied the Service Condition through the applicable Achievement Date, and continue to satisfy the Service Condition through the Vesting Date or experience an Acceleration Event after the Achievement Date but before the Vesting Date. Except with respect to any Eligible Shares that may vest on an Acceleration Event in accordance with the prior sentence, on the Expiration Date, any outstanding Shares subject to this Award that have not vested immediately will be forfeited and returned to the Company, and Participant will have no further rights with respect to such Shares.
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Service Condition and Forfeiture. In order for any Shares subject to the Option to vest, and subject to satisfying the other terms of this Option Agreement, Participant must have continuously satisfied the Service Condition through the applicable Achievement Date. If Participant fails to satisfy the Service Condition, any unvested Shares subject to the Option will immediately terminate and be forfeited for no consideration. Further, any Shares subject to the Option that are not vested as of the end of the Performance Period will immediately terminate and be forfeited for no consideration. Notwithstanding the foregoing, in the event of a Change in Role, Agreed Departure or a Qualifying Termination that occurs on or after the five (5) year anniversary of the Date of Grant, a portion of the unvested Shares subject to each Tranche will remain Vesting Eligible Shares and any unvested Shares that are not Vesting Eligible Shares will terminate for no consideration. The Vesting Eligible Shares will vest upon the satisfaction of the Company Stock Price Hurdle associated with such Tranche in accordance with the following: Vesting Eligibility Window Start Date Percentage of Unvested Shares Subject to each Unvested Tranche that will Remain Vesting Eligible Shares* Change in Role Agreed Departure or Qualifying Termination On or after the fifth (5th) anniversary of the Date of Xxxxx, but prior to the sixth (6th) anniversary of the Date of Grant 30 % 10 % On or after the sixth (6th) anniversary of the Date of Xxxxx, but prior to the seventh (7th) anniversary of the Date of Grant 35 % 15 % On or after the seventh (7th) anniversary of the Date of Xxxxx, but prior to the eighth (8th) anniversary of the Date of Grant 40 % 20 % On or after the eighth (8th) anniversary of the Date of Xxxxx, but prior to the ninth (9th) anniversary of the Date of Grant 45 % 25 % On or after the ninth (9th) anniversary of the Date of Xxxxx, but prior to the tenth (10th) anniversary of the Date of Grant 50 % 25 % *The unvested Shares in the applicable Tranche that are not Vesting Eligible Shares will terminate for no consideration on the date of the Change in Role, Agreed Departure or Qualifying Termination, as applicable.
Service Condition and Forfeiture. Except as otherwise provided in Sections 4 or 5, (a) in order for any Shares hereunder to become Eligible Shares, Participant must have continuously satisfied the Service Condition through the applicable Achievement Date, and (b) in order for any Eligible Shares to vest, Participant must satisfy the Service Condition through the applicable Vesting Date. Upon the end of each Measurement Period, any Shares subject to this Award that may no longer become Eligible Shares due to the failure to achieve the applicable Company Stock Price Target will be immediately forfeited and returned to the Company, and Participant will have no further rights with respect to such Shares.
Service Condition and Forfeiture. For any RSUs under this Agreement to vest, Participant must have continuously satisfied the Service Condition through the applicable Achievement Date. For purposes of clarity, if Participant satisfies the Service Condition on an applicable Achievement Date (which is not a Quarterly Vesting Date) but fails to satisfy the Service Condition on the first Quarterly Vesting Date occurring after such Achievement Date, any RSUs that vested on such Achievement Date will be settled in connection with such Quarterly Vesting Date. On the earliest of the date that the Participant fails to satisfy the Service Condition and the Expiration Date, any RSUs subject covered by this Agreement that have not vested will be forfeited and returned to the Company, and Participant will have no further rights with respect to such RSUs or the underlying Shares. [CEO/CTO Only:Notwithstanding the foregoing, if Participant fails to satisfy the Service Condition due to a termination of employment by the Company other than for Cause, a resignation by the Participant for Good Reason, or due to Participant’s death or Disability, the then-outstanding unvested RSUs will remain outstanding until the first to occur of the Expiration Date and the first anniversary of such termination of employment and will be eligible to vest through such date as though the Service Condition remained satisfied.]

Related to Service Condition and Forfeiture

  • Prior Conditions Satisfied All conditions set forth in §10 shall continue to be satisfied as of the date upon which any Loan is to be made or any Letter of Credit is to be issued.

  • Seller’s Conditions The obligations of Seller at the Closing are subject, at the option of Seller, to the satisfaction at or prior to the Closing of the following conditions:

  • Conditions Precedent/Effectiveness Conditions This Amendment shall be effective upon (the “Effective Date”) the satisfaction of each of the following conditions (all documents to be in form and substance reasonably satisfactory to Administrative Agent and Administrative Agent’s counsel):

  • Performance of Covenants and Satisfaction of Conditions To use its reasonable best efforts to do and perform all things required to be done or performed under this Agreement by the Company prior to each Closing Date and to satisfy all conditions precedent to the delivery of the Firm Stock and the Optional Stock.

  • Continuing Conditions The obligations of each Lender to make Advances (including the initial Advance) under this Agreement and the obligation of the Issuing Lender to issue any Letters of Credit shall be subject to the continuing conditions that:

  • Performance Conditions The Shares shall be issuable only if (and to the extent) that the Performance Criteria, set forth herein, are satisfied during the Performance Period. The Controller of the Company and the Compensation Committee of the Board of Directors of the Company shall certify whether, and to what extent, the Performance Criteria have been achieved. If the minimum performance is not met, no Shares shall be issued and the Award shall be forfeited.

  • Conditions to Xxxxx’x Obligations The obligations of Xxxxx hereunder with respect to a Placement will be subject to the continuing accuracy and completeness of the representations and warranties made by the Company herein, to the due performance by the Company of its obligations hereunder, to the completion by Xxxxx of a due diligence review satisfactory to Xxxxx in its reasonable judgment, and to the continuing satisfaction (or waiver by Xxxxx in its sole discretion) of the following additional conditions:

  • Covenant to Satisfy Conditions Each party hereto agrees to use all reasonable efforts to insure that the conditions set forth in Article IV and Article V hereof are satisfied, insofar as such matters are within the control of such party.

  • Buyer’s Conditions The obligations of Buyer at the Closing are subject, at the option of Buyer, to the satisfaction at or prior to the Closing of the following conditions:

  • Actions to Satisfy Closing Conditions Each Party shall take all actions as are within its power and otherwise use its commercially reasonable efforts so as to ensure compliance with the conditions set forth in this Section 6.

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