Overperformance definition
Examples of Overperformance in a sentence
Overperformance may result in an additional bonus as determined in the Board’s discretion.
This account shall be unfunded and maintained for book-keeping purposes only, with the Overperformance Shares simply representing an unfunded and unsecured contingent obligation of the Company.
Within twenty (20) Business Days of the completion of the 2012 Audit, Purchaser shall pay to Sellers by a wire transfer of immediately available funds, a portion of the EBITDA Earn-Out equal to such Seller’s Contingent Payment Participation Percentage of the EBITDA Earn-Out and, if applicable, the EBITDA Overperformance Amount, subject to offset for any Damages payable pursuant to Section 9 hereof.
The relevant provisions of the Plan relating to Restricted Stock Awards, with respect to the Target Shares, and Performance Unit Awards, with respect to the Overperformance Shares, and the authority of the Board under the Plan will be applicable to this Agreement to the extent that this Agreement does not otherwise expressly address the subject matter of such provisions.
After making such computation, the Company will withhold that number of shares of Common Stock whose Fair Market Value as of the applicable vesting date is equal to the aggregate of such amounts required to be withheld by the Company that would otherwise be issued to Grantee in settlement of the Overperformance Shares; provided, that for such purpose the number of shares of Common Stock withheld will be rounded up to the nearest whole share.
After Grantee has become vested in any of the Tranche 3 or Tranche 4 Overperformance Shares as provided in Sections 2 or 17 and, if applicable, after the cancellation of certain of the Overperformance Shares as provided for in Section 4 or 13(b) has occurred, the Company shall, as soon as practicable (but in no event later than 30 days following the applicable vesting date), cause to be issued and delivered to Grantee one share of Common Stock in payment and settlement of each vested Overperformance Share.
Prior to their settlement or forfeiture in accordance with the terms of this Agreement, the Overperformance Shares granted to Grantee will be credited to an account in ▇▇▇▇▇▇▇’s name maintained by the Company.
Award Shares are divided into four (4) vesting tranches (each, a “Tranche”), with the Target Shares vesting 50% in Tranches 1 and 2 and the Overperformance Shares vesting 50% in Tranches 3 and 4.
In the event that both the service condition and performance condition is satisfied for Overperformance Shares in Tranche 3 or Tranche 4 pursuant to this Section 17, the Overperformance Shares shall be settled in accordance with Section 3(b).
The Overperformance Shares subject to this Award do not entitle Grantee to any rights of a holder of Common Stock.