Common use of Time-Based Units Clause in Contracts

Time-Based Units. (a) In the event of (i) Termination Event prior to the earliest of (A) the applicable Time-Based Vesting Date set forth below, (B) a Change in Control, or (C) a Qualifying Event and (ii) the absence of a Change in Control during the twelve -month period immediately following such termination, Executive shall automatically forfeit the number of Units set forth below adjacent to such Time-Based Vesting Date for no consideration on the first day following the twelve -month anniversary of such termination of Employment: provided that, no such forfeiture shall occur with respect to any Units that upon such termination of Employment would become vested in accordance with the terms of the Employment Agreement. For the avoidance of doubt, except as set forth in the Employment Agreement, the number of Time-Based Units forfeited on the twelve -month anniversary of a termination of Employment pursuant to this Section 3.1(a) will equal the aggregate sum of all Time-Based Units related to each Time-Based Vesting Date occurring after the date of such termination of Employment (as set forth on the table above). (b) In the event of (i) termination of Executive’s Employment with the Company and its Affiliates by the Company for Cause, or (ii) Executive’s breach of the covenants incorporated by reference into Section 7, Executive shall automatically forfeit all Time-Based Units for no consideration on the date of such breach or termination of Employment.

Time-Based Units. (a) In the event of (i) Termination Event prior to the earliest of (A) the applicable Time-Based Vesting Date set forth below, (B) a Change in Control, or (C) a Qualifying Event and (ii) the absence of a Change in Control during the twelve -month twelve-month period immediately following such termination, Executive shall automatically forfeit the number of Units set forth below adjacent to such Time-Based Vesting Date for no consideration on the first day following the twelve -month twelve-month anniversary of such termination of Employment: provided that, no such forfeiture shall occur with respect to any Units that upon such termination of Employment would become vested in accordance with the terms of the Employment Agreement. For the avoidance of doubt, except as set forth in the Employment Agreement, the number of Time-Based Units forfeited on the twelve -month twelve-month anniversary of a termination of Employment pursuant to this Section 3.1(a) will equal the aggregate sum of all Time-Based Units related to each Time-Based Vesting Date occurring after the date of such termination of Employment (as set forth on the table above). (b) In the event of (i) termination of Executive’s Employment with the Company and its Affiliates by the Company for Cause, or (ii) Executive’s breach of the covenants incorporated by reference into Section 7, Executive shall automatically forfeit all Time-Based Units for no consideration on the date of such breach or termination of Employment.