Common use of Termination of Service Relationship Clause in Contracts

Termination of Service Relationship. The following provision replaces the second paragraph of Section 4(b) of this Award: By electronically enrolling in the Plan, the Grantee understands that in the event the Grantee ceases to provide Services to the Company or the Employer (for any reason whatsoever, whether or not later found to be invalid or in breach of local laws or the terms of the Grantee’s employment agreement, if any), unless otherwise determined by the Company, the Grantee’s right to participate in the Plan or vest in Restricted Stock Units, if any, will terminate effective as of the earlier of (i) the date of termination of the Grantee’s Service, (ii) the date upon which the Grantee receives a notice of termination of Service, or (iii) the date upon which the Grantee ceases to actively provide Services. With respect to (iii), the Grantee will no longer be considered to be actively employed during any notice period (e.g., employment would not include any contractual notice or any period of “garden leave” or similar period mandated under local law, including but not limited to, statutory law, regulatory law and/or common law). The Committee has the exclusive discretion to determine when the Grantee is no longer actively employed for purposes of participation in the Plan (including whether the Grantee may still be considered to be actively providing Services while on a leave of absence). If, notwithstanding the foregoing, applicable employment legislation explicitly requires continued vesting during a statutory notice period, the Grantee’s right to vest in the Restricted Stock Units, if any, will terminate effective as of the last date of the minimum statutory notice period, but the Grantee will not earn or be entitled to pro-rated vesting if the vesting date falls after the end of the Grantee’s statutory notice period, nor will the Grantee be entitled to any compensation for lost vesting. The following provisions will apply if the Grantee is a resident of Quebec: LANGUAGE CONSENT. The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English. Les parties reconnaissent avoir expressément souhaité que la convention «Award», ainsi que tous les documents, avis et procédures judiciaries, éxecutés, donnés ou intentés en vertu de, ou lié, directement ou indirectement à la présente convention, soient rédigés en langue anglaise. DATA PRIVACY. The following provision supplements the Data Privacy provision in this Award: The Grantee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel involved in the administration and operation of the Plan. The Grantee further authorizes the Company, the Employer and any of their respective Subsidiaries and Affiliates and the administrator of the Plan to disclose and discuss the Plan with their advisors. The Grantee further authorizes the Company, the Employer and any of their respective Subsidiaries and Affiliates to record such information and to keep such information in his or her employee file. Notifications

Appears in 1 contract

Samples: Option and Incentive Plan (Insulet Corp)

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Termination of Service Relationship. The following provision replaces the second paragraph of Section 4(b) Paragraph 3 of this the Award Agreement: For purposes of the Award: By electronically enrolling in the Plan, the Grantee understands that in Grantee’s service relationship will be considered terminated (regardless of the event the Grantee ceases to provide Services to the Company or the Employer (reason for any reason whatsoever, such termination and whether or not later found to be invalid or in breach of local labor laws in the jurisdiction where the Grantee is providing services or the terms of the Grantee’s employment service agreement, if any), unless otherwise determined by ) as of the Company, date that is the earliest of (1) the date the Grantee’s right to participate in the Plan or vest in Restricted Stock Unitsservice relationship is terminated, if any, will terminate effective as of the earlier of (i2) the date the Grantee receives notice of termination of from the Grantee’s ServiceService Recipient, or (ii3) the date upon which the Grantee receives a notice of termination of Service, or (iii) the date upon which the Grantee ceases to actively provide Services. With respect to (iii), the Grantee will is no longer be considered actively providing service to be actively employed during the Company or any Subsidiary, regardless of any notice period (e.g., employment would not include any contractual notice or any period of “garden leave” or similar period mandated pay in lieu of such notice required under local lawapplicable law (including, including but not limited to, to statutory law, regulatory law and/or common law). The Committee has Administrator shall have the exclusive discretion to determine when the Grantee is no longer actively employed providing services for purposes of participation in the Plan this Award (including whether the Grantee may still be considered to be actively providing Services services while on a leave of absence). If, notwithstanding Notwithstanding the foregoing, if applicable employment standards legislation explicitly requires continued vesting during a statutory notice period, the Grantee’s right to vest in the Restricted Stock UnitsAward, if any, will terminate effective as of upon the last date expiration of the minimum statutory notice period, but the Grantee will not earn or be entitled to pro-rated vesting if the vesting date Vesting Date falls after the end of the Grantee’s statutory notice period, nor will the Grantee be entitled to any compensation for lost vesting. The following provisions will apply if the Grantee is a resident of Quebec: LANGUAGE CONSENTFrench Language Provision. The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English. Les parties reconnaissent avoir expressément souhaité que exigé la convention «Award»rédaction en anglais de la Convention, ainsi que de tous les documents, avis et procédures judiciariesjudiciaires, éxecutésexécutés, donnés ou intentés en vertu de, ou lié, liés directement ou indirectement à à, la présente convention, soient rédigés en langue anglaise. DATA PRIVACYData Privacy. The following provision supplements Paragraph 12 of the Data Privacy provision in this AwardAward Agreement: The Grantee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel involved in the administration and operation of the Plan. The Grantee further authorizes the Company, the Employer Service Recipient and any of their respective Subsidiaries and Affiliates affiliates and the administrator of the Plan to disclose and discuss the Plan with their advisors. The Grantee further authorizes the Company, the Employer Service Recipient and any of their respective Subsidiaries and Affiliates affiliates to record such information and to keep such information in his or her the Grantee’s employee file. Notifications

Appears in 1 contract

Samples: Performance Restricted Stock Unit Award Agreement (Zendesk, Inc.)

Termination of Service Relationship. The following provision replaces Except as set forth on Exhibit A hereto and subject to the second paragraph minimum extent required by applicable employment standards legislation, if the Grantee’s Service Relationship terminates for any reason including, for greater certainty, termination without cause, prior to the satisfaction of Section 4(b) the vesting conditions set forth in Paragraph 2 above, any Restricted Share Units that have not vested as of this Award: By electronically enrolling such date shall automatically and without notice terminate and be forfeited without replacement or further compensation, and neither the Grantee’s nor any of his or her successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in such unvested Restricted Share Units. For the Planavoidance of doubt, service during only a portion of the vesting period, but where the Grantee's Service Relationship has terminated prior to a Vesting Date, will not entitle the Grantee to vest in a pro-rata portion of the Restricted Share Units nor will the Grantee be entitled to any compensation for lost vesting. For purposes of the Restricted Share Units, the Grantee understands Grantee’s Service Relationship will be considered terminated, and the Grantee’s right (if any) to earn, seek damages in lieu of, vest in or otherwise benefit from any portion of the Restricted Share Units pursuant to this Agreement will be measured by the date that in is the event earliest of: i. the date the Grantee’s Service Relationship is terminated for any reason, and ii. the date the Grantee ceases to provide Services to receives written notice of termination of the Service Relationship from the Company or the Employer (for Service Recipient, as applicable, regardless of any reason whatsoeverperiod during which notice, whether pay in lieu of notice or not later found related payments or damages are provided or required to be invalid or in breach of local laws or the terms of the Grantee’s employment agreement, if any), unless otherwise determined by the Company, the Grantee’s right to participate in the Plan or vest in Restricted Stock Units, if any, will terminate effective as of the earlier of (i) the date of termination of the Grantee’s Service, (ii) the date upon which the Grantee receives a notice of termination of Service, or (iii) the date upon which the Grantee ceases to actively provide Services. With respect to (iii), the Grantee will no longer be considered to be actively employed during any notice period (e.g., employment would not include any contractual notice or any period of “garden leave” or similar period mandated provided under local law, including but not limited to, statutory law, regulatory law and/or common law). The Committee has the exclusive discretion to determine when the Grantee is no longer actively employed for purposes of participation in the Plan (including whether the Grantee may still be considered to be actively providing Services while on a leave of absence). If, notwithstanding Notwithstanding the foregoing, if applicable employment standards legislation explicitly requires continued vesting during a statutory notice period, the Grantee’s right to vest in the Restricted Stock Share Units, if any, will terminate effective as of upon the last date expiry of the minimum statutory notice period, but the Grantee will not earn or be entitled to pro-rated vesting if the vesting date Vesting Date falls after the end of the Grantee’s statutory notice period, nor will the Grantee be entitled to any compensation for lost vesting. Notifications The Company recommends that Grantees consult their personal tax advisors with respect to federal, state, provincial, local and foreign tax aspects of participation in the Plan and the Program, including compliance with any applicable reporting obligations. Compliance with Laws The Company’s obligation to issue and deliver Shares under this Award to the Grantee is subject to such compliance by the Company and the Grantee as the Company deems necessary or advisable with all applicable laws, including with respect to Tax-Related Items. The Company may, as a condition to the grant of this Award, require the Grantee to: (i) represent in writing that ACTIVE/123716978.6 15 participation in the distribution of the Shares received in connection with such Award is voluntary; and (ii) make such other representations and warranties as are deemed appropriate by counsel to the Company. Each certificate representing Shares acquired under the Agreement shall bear a legend in such form as the Company deems appropriate. The following provisions will apply if the Grantee is a resident of resides in Quebec: LANGUAGE CONSENTFrench Language Documents The present document is also available in the French language. The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English. Les parties reconnaissent avoir expressément souhaité que la convention «Award», ainsi que tous les documents, avis et procédures judiciaries, éxecutés, donnés ou intentés en vertu de, ou lié, directement ou indirectement à la présente convention, soient rédigés Le présent document est également disponible en langue anglaisefrançaise. DATA PRIVACYData Privacy Consent. The following This provision supplements Paragraph 10 of the Data Privacy provision in this AwardRSU Agreement: The Grantee hereby authorizes the Company and the Company’s representatives to discuss with and obtain all relevant information from all personnel personnel, professional or otherwise, involved in the administration and operation of the Plan. The Grantee further authorizes the Company, the Employer Service Recipient and any of their respective Subsidiaries Affiliate to discuss and Affiliates and disclose the administrator of the Plan to disclose and discuss Grantee’s participation in the Plan with their advisors. The Grantee further authorizes the Company, the Employer Service Recipient and any of their respective Subsidiaries and Affiliates Affiliate to record such information and to keep such information in his or her employee file. Notifications.

Appears in 1 contract

Samples: Rb Global Inc.

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Termination of Service Relationship. The following provision replaces Except as set forth on Exhibit A hereto and subject to the second paragraph minimum extent required by applicable employment standards legislation, if the Grantee’s Service Relationship terminates for any reason including, for greater certainty, termination without cause, prior to the satisfaction of Section 4(b) the vesting conditions set forth in Paragraph 2 above, any Restricted Share Units that have not vested as of this Award: By electronically enrolling such date shall automatically and without notice terminate and be forfeited without replacement or further compensation, and neither the Grantee’s nor any of his or her successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in such unvested Restricted Share Units. For the Planavoidance of doubt, service during only a portion of the vesting period, but where the Grantee's Service Relationship has terminated prior to a Vesting Date, will not entitle the Grantee to vest in a pro-rata portion of the Restricted Share Units nor will the Grantee be entitled to any compensation for lost vesting. For purposes of the Restricted Share Units, the Grantee understands Grantee’s Service Relationship will be considered terminated, and the Grantee’s right (if any) to earn, seek damages in lieu of, vest in or otherwise benefit from any portion of the Restricted Share Units pursuant to this Agreement will be measured by the date that in is the event earliest of: i. the date the Grantee’s Service Relationship is terminated for any reason, and ii. the date the Grantee ceases to provide Services to receives written notice of termination of the Service Relationship from the Company or the Employer (for Service Recipient, as applicable, regardless of any reason whatsoeverperiod during which notice, whether pay in lieu of notice or not later found related payments or damages are provided or required to be invalid or in breach of local laws or the terms of the Grantee’s employment agreement, if any), unless otherwise determined by the Company, the Grantee’s right to participate in the Plan or vest in Restricted Stock Units, if any, will terminate effective as of the earlier of (i) the date of termination of the Grantee’s Service, (ii) the date upon which the Grantee receives a notice of termination of Service, or (iii) the date upon which the Grantee ceases to actively provide Services. With respect to (iii), the Grantee will no longer be considered to be actively employed during any notice period (e.g., employment would not include any contractual notice or any period of “garden leave” or similar period mandated provided under local law, including but not limited to, statutory law, regulatory law and/or common law). The Committee has the exclusive discretion to determine when the Grantee is no longer actively employed for purposes of participation in the Plan (including whether the Grantee may still be considered to be actively providing Services while on a leave of absence). If, notwithstanding Notwithstanding the foregoing, if applicable employment standards legislation explicitly requires continued vesting during a statutory notice period, the Grantee’s right to vest in the Restricted Stock Share Units, if any, will terminate effective as of upon the last date expiry of the minimum statutory notice period, but the Grantee will not earn or be entitled to pro-rated vesting if the vesting date Vesting Date falls after the end of the Grantee’s statutory notice period, nor will the Grantee be entitled to any compensation for lost vesting. Notifications The following provisions will apply if Company recommends that Grantees consult their personal tax advisors with respect to federal, state, provincial, local and foreign tax aspects of participation in the Plan, including compliance with any applicable reporting obligations. Compliance with Laws The Company’s obligation to issue and deliver Shares under this Award to the Grantee is a resident of Quebec: LANGUAGE CONSENT. The parties acknowledge that it is their express wish that the Agreement, as well as all documents, notices and legal proceedings entered into, given or instituted pursuant hereto or relating directly or indirectly hereto, be drawn up in English. Les parties reconnaissent avoir expressément souhaité que la convention «Award», ainsi que tous les documents, avis et procédures judiciaries, éxecutés, donnés ou intentés en vertu de, ou lié, directement ou indirectement à la présente convention, soient rédigés en langue anglaise. DATA PRIVACY. The following provision supplements the Data Privacy provision in this Award: The Grantee hereby authorizes subject to such compliance by the Company and the Company’s representatives Grantee as the Company deems necessary or advisable with all applicable laws, including with respect to discuss with and obtain all relevant information from all personnel involved Tax-Related Items. The Company may, as a condition to the grant of this Award, require the Grantee to: (i) represent in writing that participation in the administration and operation distribution of the Plan. The Grantee further authorizes the Company, the Employer Shares received in connection with such Award is voluntary; and any of their respective Subsidiaries (ii) make such other representations and Affiliates and the administrator of the Plan to disclose and discuss the Plan with their advisors. The Grantee further authorizes the Company, the Employer and any of their respective Subsidiaries and Affiliates to record such information and to keep such information in his or her employee file. Notificationswarranties as are deemed appropriate by counsel to

Appears in 1 contract

Samples: Rb Global Inc.

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