Common use of Vesting Acceleration of Service-based Equity Awards Clause in Contracts

Vesting Acceleration of Service-based Equity Awards. Vesting acceleration of 100% of any Equity Awards that are outstanding and unvested as of the date of the Qualifying CIC Termination. For the avoidance of doubt, in the event of a Potential Qualifying CIC Termination, any then outstanding and unvested portion of Executive’s Awards will remain outstanding (and unvested) until the earlier of (x) 3 months following the Potential Qualifying CIC Termination, or (y) a Change in Control that occurs within 3 months following the Potential Qualifying CIC Termination, solely so that any benefits due on a Qualifying CIC Termination can be provided if the termination of Executive’s employment with the Company Group constitutes a Qualifying CIC Termination (provided that in no event will Executive’s stock option Awards or similar Awards remain outstanding beyond the Award’s maximum term to expiration). Unless otherwise provided in any particular award agreement or notice governing an Award of Executive, if no Change in Control occurs within 3 months following a Potential Qualifying CIC Termination, any unvested portion of Executive’s Awards automatically and permanently will be forfeited on the date 3 months following the date of the Potential Qualifying CIC Termination without having vested. In the event of conflict between this paragraph and the vesting provisions of any award agreements or notices governing Executive’s Equity Awards, the provisions of this paragraph shall control.

Appears in 4 contracts

Samples: Change in Control and Severance Agreement (Ibotta, Inc.), Change in Control and Severance Agreement (Ibotta, Inc.), Change in Control and Severance Agreement (Ibotta, Inc.)

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Vesting Acceleration of Service-based Equity Awards. Vesting acceleration of one hundred percent (100% %) of any Equity Awards that are outstanding and unvested as of the date of the Qualifying CIC Termination. For the avoidance of doubt, in the event of Executive’s Non-CIC Qualifying Termination occurs prior to a Potential Qualifying CIC TerminationChange in Control, any then outstanding and unvested portion of Executive’s Awards will remain outstanding (and unvested) until the earlier of (x) 3 three (3) months following the Potential Non-CIC Qualifying CIC Termination, or (y) a Change in Control that occurs within 3 three (3) months following the Potential Non-CIC Qualifying CIC Termination, solely so that any benefits due on a CIC Qualifying CIC Termination can be provided if the termination of Executive’s employment with Non-CIC Qualifying Termination occurs during the Company Group constitutes a Qualifying CIC Termination Change in Control Period (provided that in no event will Executive’s stock option Equity Awards or similar Equity Awards remain outstanding beyond the Award’s maximum term to expiration). Unless otherwise provided in any particular award agreement or notice governing an Award of Executive, if If no Change in Control occurs within 3 three (3) months following a Potential Non-CIC Qualifying CIC Termination, any unvested portion of Executive’s Equity Awards automatically and permanently will be forfeited on the date 3 three (3) months following the date of the Potential Non-CIC Qualifying CIC Termination without having vested. In the event any of conflict between this paragraph and Executive’s Awards vest pursuant to Section 3(a)(iii) above, the vesting provisions of acceleration rights provided in this Section 3(b)(iv) will be in addition to any award agreements or notices governing Executive’s Equity Awards, the provisions of this paragraph shall controlvesting provided pursuant to Section 3(a)(iii) above.

Appears in 3 contracts

Samples: Change in Control and Severance Agreement (Kinnate Biopharma Inc.), Change in Control and Severance Agreement (Kinnate Biopharma Inc.), Change in Control and Severance Agreement (Kinnate Biopharma Inc.)

Vesting Acceleration of Service-based Equity Awards. Vesting acceleration of 100% of any Equity Awards that are outstanding and unvested as of the date of the Qualifying CIC Termination. For the avoidance of doubt, in the event of a Potential Qualifying CIC Termination, any then outstanding and unvested portion of Executive’s Awards will remain outstanding (and unvested) until the earlier of (x) 3 months following the Potential Qualifying CIC Termination, or (y) a Change in Control that occurs within 3 months following the Potential Qualifying CIC Termination, solely so that any benefits due on a Qualifying CIC Termination can be provided if the termination of Executive’s employment with the Company Group constitutes a Qualifying CIC Termination (provided that in no event will Executive’s stock option Awards or similar Awards remain outstanding beyond the Award’s maximum term to expiration). Unless otherwise provided in any particular award agreement or notice governing an Award of Executive, if no Change in Control occurs within 3 months following a Potential Qualifying CIC Termination, any unvested portion of Executive’s Awards (after taking into account the vesting acceleration described in Section 3(a)(iv)) automatically and permanently will be forfeited on the date 3 months following the date of the Potential Qualifying CIC Termination without having vested. In the event of conflict between this paragraph and the vesting provisions of any award agreements or notices governing Executive’s Equity Awards, the provisions of this paragraph shall control.

Appears in 2 contracts

Samples: Change in Control and Severance Agreement (Ibotta, Inc.), Change in Control and Severance Agreement (Ibotta, Inc.)

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Vesting Acceleration of Service-based Equity Awards. Vesting acceleration of 100% of any Equity Awards that are outstanding and unvested as of the date of the Qualifying CIC Termination. Termination For the avoidance of doubt, in the event of a Potential Qualifying CIC Termination, any then outstanding and unvested portion of Executive’s Awards will remain outstanding (and unvested) until the earlier of (x) 3 months following the Potential Qualifying CIC Termination, or (y) a Change in Control that occurs within 3 months following the Potential Qualifying CIC Termination, solely so that any benefits due on a Qualifying CIC Termination can be provided if the termination of Executive’s employment with the Company Group constitutes a Qualifying CIC Termination (provided that in no event will Executive’s stock option Awards or similar Awards remain outstanding beyond the Award’s maximum term to expiration). Unless otherwise provided in any particular award agreement or notice governing an Award of Executive, if no Change in Control occurs within 3 months following a Potential Qualifying CIC Termination, any unvested portion of Executive’s Awards automatically and permanently will be forfeited on the date 3 months following the date of the Potential Qualifying CIC Termination without having vested. In the event of conflict between this paragraph and the vesting provisions of any award agreements or notices governing Executive’s Equity Awards, the provisions of this paragraph shall control.

Appears in 1 contract

Samples: Change in Control and Severance Agreement (Ibotta, Inc.)

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