Forfeiture Provision definition

Forfeiture Provision means a provision in a Grant Agreement which provides for the forfeiture of vested or unvested stock options or Restricted Stock, as the case may be, or the repayment to the Company of the "Option Spread" or "Restricted Stock Value" (as such terms are defined or used in the Grant Agreement), as the case may be, upon the occurrence, during or for a specified period after the termination of the Participant's employment with the Company or any subsidiary, of one or more of: (i) the Participant engaging in acts competitive with the Company or any subsidiary; (ii) the Participant soliciting the employees or customers of the Company or any subsidiary in a manner which is competitive with the Company or any subsidiary or disruptive to the business of the Company or any subsidiary; (iii) the Participant disclosing Information (as such term is defined in or used in such grant Agreement) obtained during the course of the Participant's employment with the Company or any subsidiary; (iv) any actions of similar nature to the foregoing which are defined in such Grant Agreement as "Restricted Activities" or "Prohibited Activities"; or (v) the violation by the Participant of any written agreement between the Company and the Participant prohibiting all or any of the activities described in (i) through (iv), above.
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Examples of Forfeiture Provision in a sentence

  • However, except as otherwise expressly stated herein, the Award is governed by terms and conditions identical to those of the Plan (including Section 14 (Adjustments Upon Changes in Capitalization) and Section 16(h) (Forfeiture Provision)), which are incorporated herein by reference.

  • The Forfeiture Provision will lapse as to twenty-five percent (25%) of the Restricted Stock awarded in such Annual Award on the first day of each calendar quarter for four (4) calendar quarters beginning on the first day of the calendar quarter immediately following the date of grant, provided that the Participant continues to serve as a Director through such dates.

  • However, the appointing authority has the discretion to approve, or not approve the assignment and/or the appointment based on business need.

  • The owner’s representative has determined through sampling and analysis, that various building components contain lead.

  • The Forfeiture Provision shall expire upon a Change in Control that occurs prior to the Release Date, and any Options which otherwise would have vested pursuant to Section 4(a) through the date of such Change in Control shall become vested on such date.

  • The Second District’s Decision that the Two-Year Clause is a Forfeiture Provision Does Not Conflict with Lloyds Underwriters at London v.

  • The Forfeiture Provision shall expire upon a Change in Control that occurs prior to the Release Date, and any Restricted Shares which otherwise would have vested pursuant to Section 3(a) through the date of such Change in Control shall become vested on such date.

  • Management and the Board require a minimum of 10 working days to process this information.

  • Further, the Forfeiture Provision “had a reasonable purpose” in that it existed “to deter costly litigation which [Bogle] had reason to fear.” The Arbitrators concluded, “On this record, it is clear that several fair and honest people, possessed of their senses, agreed to or endorsed the provision.” Accordingly, the Arbitrators determined that Meuse should be expelled from AI.

  • Any Person found by the Court to have violated the Participation Restriction shall be required to dispose of Newly Traded Covered Claims of which such Person has Tax Ownership (subject to the Equity Forfeiture Provision described in Section 6) to protect Republic’s ability to effect successful implementation of the 382(l)(5) Plan, except to the extent Republic in its sole discretion agrees to permit such Person to retain such Newly Traded Covered Claims.

Related to Forfeiture Provision

  • Forfeiture Period means the period from the Grant Date until the Forfeiture Date.

  • Forfeiture means that portion of a Participant's Account that is not Vested, and occurs on the earlier of:

  • Vesting Agreement means each or any, as the context implies, agreement or instrument entered into by a holder of LTIP Units upon acceptance of an award of LTIP Units under an Equity Incentive Plan.

  • Forfeiture Restrictions means any prohibitions and restrictions set forth herein with respect to the sale or other disposition of Shares issued to the Recipient hereunder and the obligation to forfeit and surrender such shares to the Company.

  • Forfeiture Event means the occurrence of at least one of the following (a) the Company is required, pursuant to a determination made by the Securities and Exchange Commission or by the Board, or an authorized subcommittee of the Board, to prepare a material accounting restatement due to the noncompliance of the Company with any financial reporting requirement under applicable securities laws as a result of misconduct, and the Board determines that (1) the Participant knowingly engaged in the misconduct, (2) the Participant was grossly negligent with respect to such misconduct or (3) the Participant knowingly or grossly negligently failed to prevent the misconduct or (b) the Board concludes that the Participant engaged in fraud, embezzlement or other similar misconduct materially detrimental to the Company.

  • Restricted Share Agreement means the agreement between the Company and the recipient of a Restricted Share which contains the terms, conditions and restrictions pertaining to such Restricted Shares.

  • Exchange Provision At any time after the date an Acquiring Person obtains 15% or more of the Company's Common Stock and prior to the acquisition by the Acquiring Person of 60% of the outstanding Common Stock, the Company's Board of Directors may exchange the Rights (other than Rights owned by the Acquiring Person or its affiliates), in whole or in part, for shares of Common Stock of the Company at an exchange ratio of one share of Common Stock per Right (subject to adjustment). However, if a majority of the Company's Board of Directors is elected by shareholder action by written consent, then for a period of 180 days following such election the Rights cannot be exchanged if such exchange is reasonably likely to have the purpose or effect of facilitating an acquisition of the Company by a person or entity who proposed, nominated or supported a director of the Company so elected by written consent (an "INTERESTED PERSON"). REDEMPTION OF Rights will be redeemable at the Company's THE RIGHTS: option for $0.01 per Right at any time on or prior to public announcement that a Person has acquired beneficial ownership of 15% or more of the Company's Common Stock (the "SHARES ACQUISITION DATE"). However, if a majority of the Company's Board of Directors is elected by shareholder action by written consent, then for a period of 180 days following such election the Rights cannot be redeemed if such redemption is reasonably likely to have the purpose or effect of facilitating an acquisition of the Company by an Interested Person. EXPIRATION OF The Rights expire on the earliest of (a) August THE RIGHTS: 14, 2011, or (b) exchange or redemption of the Rights as described above. AMENDMENT OF The terms of the Rights and the Rights TERMS OF RIGHTS: Agreement may be amended in any respect without the consent of the Rights holders on or prior to the Distribution Date; thereafter, the terms of the Rights and the Rights Agreement may be amended without the consent of the Rights holders in order to cure any ambiguities or to make changes which do not adversely affect the interests of Rights holders (other than the Acquiring Person). However, if a majority of the Company's Board of Directors is elected by shareholder action by written consent, then for a period of 180 days following such election the Rights Agreement cannot be

  • Restricted Share Unit Award means an award of Restricted Share Units under this Plan.

  • Restricted Share Unit means the right granted to a Participant pursuant to Article 7 to receive a Share at a future date.

  • Restricted Stock Unit Agreement means the agreement consistent with the terms of the Plan between the Company and the recipient of a Restricted Stock Unit that contains the terms, conditions and restrictions pertaining to such Restricted Stock Unit.

  • Restricted Stock Agreement means the agreement between the Company and the recipient of a Restricted Share that contains the terms, conditions and restrictions pertaining to such Restricted Share.

  • Restricted Share Units means an Award which may be earned in whole or in part upon the passage of time or the attainment of performance criteria established by the Administrator and which may be settled for cash, Shares or other securities or a combination of cash, Shares or other securities as established by the Administrator.

  • Restricted Share means a Share awarded to a Participant pursuant to Article 6 that is subject to certain restrictions and may be subject to risk of forfeiture.

  • Change in condition means a change in physical condition of the employee as well as any change

  • Restricted Share Award means an award of Restricted Shares.

  • forfeiture order means a forfeiture order referred to in section 61(1);

  • Restricted Stock Unit Award Agreement means a written agreement between the Company and a holder of a Restricted Stock Unit Award evidencing the terms and conditions of a Restricted Stock Unit Award grant. Each Restricted Stock Unit Award Agreement will be subject to the terms and conditions of the Plan.

  • Risk of Forfeiture means a limitation on the right of the Participant to retain Restricted Stock or Restricted Stock Units, including a right in the Company to reacquire shares of Restricted Stock at less than their then Market Value, arising because of the occurrence or non-occurrence of specified events or conditions.

  • Restricted Stock Award Agreement means a written agreement between the Company and a holder of a Restricted Stock Award evidencing the terms and conditions of a Restricted Stock Award grant. Each Restricted Stock Award Agreement will be subject to the terms and conditions of the Plan.

  • Company Restricted Stock Unit means a restricted stock unit issued pursuant to any of the Company Equity Plans that remains outstanding as of immediately prior to the Effective Time (other than Company Performance Restricted Stock Units).

  • Vesting mean that the Units have become non-forfeitable. If Employee has a Termination of Employment prior to the Stated Vesting Date and the Units are not otherwise deemed vested by that date, the Units will be immediately forfeited except as otherwise provided in Section 4 of the Terms and Conditions.

  • Restricted Stock Grant means Shares awarded under the Plan as provided in Section 9.

  • Stock Grant Agreement means the agreement between the Company and a Grantee who is awarded Shares under the Plan that contains the terms, conditions and restrictions pertaining to the award of such Shares.

  • Company Restricted Stock Award means each award with respect to a share of restricted Company Common Stock outstanding under any Company Stock Plan that is, at the time of determination, subject to forfeiture or repurchase by the Company.

  • Restricted Stock Unit Award means a right to receive shares of Common Stock which is granted pursuant to the terms and conditions of Section 6(b).

  • Unvested LTIP Units has the meaning provided in Section 4.4(d) hereof.