Succession Vesting Sample Clauses

Succession Vesting. Upon a termination of the Participant’s employment under circumstances where a successor Chief Executive Officer (“CEO”) of the Company has been appointed by the Board and the Committee has determined, in its sole discretion but acting reasonably and in good faith, that the Participant has satisfactorily facilitated an orderly transition of duties to such successor CEO of the Company (a “Succession Event”), the Participant shall immediately vest in such portion of the PSUs that have become earned as of the date of such termination of the Participant’s employment, and the portion of the PSUs that has not yet been earned shall remain outstanding and eligible to vest during the remainder of the Award Cycle (and without regard to the Continuous Service Requirement of paragraph 5(c)), and shall be paid consistent with the payment timing set forth in paragraph 6(ii).