Determination of Vesting. 4.1.1 A Participant shall at all times have a vested percentage of 100% in the Account Balance of each of his or her Participant Contributions Accounts, 401(k) Contributions Accounts, Rollover Contributions Account and Transferred Account.
Determination of Vesting. On or before April 30 of the year following the applicable calendar year, the Company shall deliver to the Stockholder Representative (as defined in the Merger Agreement) a statement setting forth in reasonable detail the amount of Net Royalties for such calendar year and the number of Vested Warrant Shares (the “Net Royalties Statement”); provided, however, that the Company shall, upon written notice from the Stockholder Representative, postpone the delivery of the Net Royalties Statement and the calculations thereunder until June 30 of such year following the applicable calendar year if, in the Stockholder Representative’s good faith judgment, any royalties or other similar revenue due and payable as of April 30 with respect to the applicable calendar year may be collected by June 30. Following such time, the Company shall provide the Stockholder Representative and its representatives reasonable access to the records, properties, personnel and (subject to the execution of customary work paper access letters if requested) auditors of the Company and its subsidiaries relating to the preparation of the Net Royalties Statement and shall cause the personnel of the Company and its subsidiaries to reasonably cooperate with the Stockholder Representative in connection with its review of the Net Royalties Statement. If the Stockholder Representative disagrees with the calculation of Net Royalties set forth in the Net Royalties Statement, the Stockholder Representative may, within 30 days after receipt of the Net Royalties Statement, deliver a Notice of Disagreement (as defined in the Merger Agreement) to the Company, in which event, the Stockholder Representative and the Company shall resolve such disagreement using the procedures set forth in Section 2.3(d) of the Merger Agreement. Following such resolution as provided in the preceding sentence, the Net Royalties so determined shall be deemed the “Net Royalties” for the applicable calendar year for all purposes under this Warrant. For the avoidance of doubt, the Registered Holder shall have no right or entitlement in any circumstances to challenge on its own behalf (unless such Registered Holder is the Stockholder Representative at such time) any determination of the Net Royalties hereunder.
Determination of Vesting. For the avoidance of doubt, in no event shall more than 200% of the Target PSUs vest, even if the Total Proceeds exceed 2x the Initial Value as of the Wind Up Date. If the amount of Total Proceeds is in between any two thresholds set forth in Section 3(a)(i) above, the percentage of the Target PSUs that vests shall be determined using straight-line interpolation (e.g., if the Total Proceeds equal 1.835x of the Initial Value, 175% of the Target PSUs shall vest). Any PSUs that are not Vested PSUs as of the Wind Up Date shall automatically be forfeited for no consideration on the Wind Up Date.
Determination of Vesting. 29 4.2 Rules for Crediting Vesting Service.......................................................................29 4.3
Determination of Vesting. 10 4.2 Rules for Crediting Vesting Service......................10 4.3 Forfeitures..............................................10 ARTICLE V.............................................................11 Amount and Payment of Account Balances...........................11
Determination of Vesting. For purposes of determining whether any financial criterion for the Company has been achieved, reference will be made to the financial statements of the Company for the applicable period. The financial statements will be those prepared by management and forming the basis for the Company’s release of its earnings to the public markets as of the close of business on the date of such release. If the Performance Criteria for an identified period are not achieved, the Shares related to the Performance Criteria shall be forfeited and shall not vest or become transferable. Frequently Asked Questions Regarding
Determination of Vesting. Following the end of the 2012 Fiscal Year and in accordance with Section 11.04 of the Plan, the Committee shall determine the extent of the achievement by the Company of the Annual EPS for the 2012 Fiscal Year. Based on this determination, and in accordance with the chart set forth in Section 4(a), the Committee shall certify the number of Restricted Stock Units and the number of Cash Awards that vest. To the extent that the Company’s Annual EPS falls between two stated levels of performance, the Committee shall determine the percentage of each of the Awards vesting (and the corresponding number of Restricted Stock Units and Cash Awards) using linear interpolation, which determination shall be final and binding on the Participant. The date on which the Committee makes the determinations described in this Section 4(b) shall be the “Vesting Date.” No portion of either of the Awards shall vest or be settled until the Committee has made such determination.
Determination of Vesting. For purposes of determining whether the criteria in paragraphs (a) through (c) above, reference will be made to the financial statements of the Company as of the end of the calendar quarter related to the achievement of the related criterion. The financial statements will be those included in the Company’s quarterly report on Form 10-Q as filed with the Securities and Exchange Commission, on the date such filing is made, provided the quarter is other than the fourth quarter of the calendar year. If the related quarter is the fourth quarter of a calendar year, such financial statements will be those prepared by management and forming the basis for the Company’s release of its earnings to the public markets as of the close of business on the date of such release.
Determination of Vesting. [To be determined by Committee] Grantee shall be deemed to own, as of the applicable Vesting Date, notwithstanding its later calculation, that number of Shares of Restricted Stock that shall have vested (in accordance with Sections 2.1, 2.2 and 2.4) free and clear of all restrictions imposed by this Agreement (except those imposed by Section 3.4 below), and the Committee shall make its calculations, and the Company shall deliver one or more certificates for such number of Shares of Restricted Stock to Grantee, as soon as practical after the applicable Vesting Date.
Determination of Vesting. If the Performance Metric as determined pursuant to Section 6(a) or Section 6(b) above, as applicable, equals or exceeds the Target, the Award shall become Vested upon the occurrence of the Covered Transaction.
