Treatment of Equity Awards Held by Non-U Sample Clauses

Treatment of Equity Awards Held by Non-U. S. Employees Equity awards held by non-U.S. Employees of the CSC Group or the Computer Sciences GS Group shall have such special adjustments and provisions as are needed to satisfy any applicable local Law.
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Treatment of Equity Awards Held by Non-U. S. Employees Equity awards held by non-U.S. Employees of the Delta Group or the Ultra Group shall have such special adjustments and provisions as are reasonably needed to satisfy any applicable local Law.
Treatment of Equity Awards Held by Non-U. S. Employees. 47 Section 12.3 Other Canada Employee Matters 51 Section 12.4 UK Employee Matters Agreement 51 ARTICLE XIII GENERAL PROVISIONS 52 Section 13.1 Preservation of Rights to Amend 52 Section 13.2 Confidentiality 52 Section 13.3 Administrative Complaints/Litigation 52 Section 13.4 Reimbursement and Indemnification 52 Section 13.5 Costs of Compliance with Agreement 53 Section 13.6 Fiduciary Matters 53 Section 13.7 Entire Agreement 53 Section 13.8 Binding Effect; No Third-Party Beneficiaries; Assignment 53 Section 13.9 Amendment; Waivers 54 Section 13.10 Remedies Cumulative 54 Section 13.11 Notices 54 Section 13.12 Counterparts 54 Section 13.13 Severability 54 Section 13.14 Governing Law 55 Section 13.15 Dispute Resolution 55 Section 13.16 Performance 55 Section 13.17 Construction 55 Section 13.18 Effect if Distribution Does Not Occur 55 EMPLOYEE MATTERS AGREEMENT THIS EMPLOYEE MATTERS AGREEMENT, dated as of April 26, 2012, is entered into by and between ConocoPhillips, a Delaware corporation (“COP”), and Xxxxxxxx 66, a Delaware corporation (“Xxxxxxxx 66”). COP and Xxxxxxxx 66 are also referred to in this Agreement individually as a “Party” and collectively as the “Parties.”
Treatment of Equity Awards Held by Non-U. S. Employees 47 Section 12.3 Other Canada Employee Matters 51 Section 12.4 UK Employee Matters Agreement 51 ARTICLE XIII GENERAL PROVISIONS 52 Section 13.1 Preservation of Rights to Amend 52 Section 13.2 Confidentiality 52 Section 13.3 Administrative Complaints/Litigation 52 Section 13.4 Reimbursement and Indemnification 52 Section 13.5 Costs of Compliance with Agreement 53 Section 13.6 Fiduciary Matters 53 Section 13.7 Entire Agreement 53

Related to Treatment of Equity Awards Held by Non-U

  • Treatment of Equity Awards Upon a Change of Control, all equity awards with time-based vesting shall immediately fully vest and become non-forfeitable and each equity award which has been granted (or any other equity award which would otherwise have been granted to the Executive during the applicable performance period/calendar year in the ordinary course) with performance vesting shall vest at an amount based upon and to the extent of the Employers’ achievement of performance goals during the performance period under each such equity award through the end of the calendar month immediately preceding the Change in Control.

  • Vesting of Equity Awards Notwithstanding the provisions of any plan or agreement governing such an Award (as defined in Section 4(c)), all Awards granted to you that remain outstanding and unvested immediately prior to the occurrence of a Change in Control (as defined in Section 4(d)(i)) automatically shall vest in full upon the occurrence of the Change in Control.

  • Accelerated Vesting of Equity Awards One hundred percent (100%) of Executive’s then-outstanding and unvested Equity Awards will become vested in full. If, however, an outstanding Equity Award is to vest and/or the amount of the award to vest is to be determined based on the achievement of performance criteria, then the Equity Award will vest as to one hundred percent (100%) of the amount of the Equity Award assuming the performance criteria had been achieved at target levels for the relevant performance period(s).

  • Treatment of Company Stock Options (a) The Company promptly shall notify each holder of the Company Stock Options, in writing, of the Transactions in accordance with the Company Stock Plans (the “Option Holder Notice”). The Option Holder Notice shall (i) apprise the holders of outstanding Company Stock Options of their ability to exercise the Options in accordance with the Company Stock Plan prior to the Effective Time, (ii) disclose that, if not exercised, such Company Stock Options will terminate at the Effective Time and (iii) disclose that if any Company Stock Options are not exercised prior to the Effective Time or terminated as contemplated in clause (ii), the holders of such Company Stock Options will be entitled to receive the Option Merger Consideration in respect of such Company Stock Options. As of the Effective Time, each outstanding Company Stock Option shall be terminated by virtue of the Merger and each holder of a Company Stock Option shall cease to have any rights with respect thereto, other than the right to receive, in respect of each such terminated Company Stock Option, a single lump sum payment (without interest and subject to the deduction and withholding of such amounts as Parent, the Surviving Entity or the Exchange Agent, as applicable, is required to deduct and withhold with respect to the making of such payment under the Code, or any provision of state, local or foreign tax law) in cash an amount equal to the excess, if any, of (i) the Merger Consideration over (ii) the per share exercise price for such Company Stock Option (the “Option Merger Consideration”). Payment of the Option Merger Consideration to each of the holders of Company Stock Options entitled thereto shall be made as soon as practicable after the Effective Time, subject to the terms and conditions of this Agreement. Any amounts withheld and paid over to the appropriate taxing authority by Parent, the Surviving Entity or the Exchange Agent will be treated for all purposes of this Agreement as having been paid to the holder of the Company Stock Option in respect of whom such deduction and withholding was made. If the per share exercise price of any such Company Stock Option is equal to or greater than the Merger Consideration, such Company Stock Option shall be canceled with a cash payment of $0.001 per share being made in respect of each share of Company Common Stock subject to such Company Stock Option, for each Company Stock Option rounded to the next highest full cent. Prior to the Effective Time, the Company shall take all actions required by the Company Stock Plans under which such Company Stock Options were granted to cause such Company Stock Plans and all Company Stock Options granted thereunder to terminate at the Effective Time, including adopting any plan amendments and resolutions and obtaining any required Consents, without paying any consideration or incurring any debts or obligations on behalf of the Company or the Surviving Entity.

  • Treatment of Stock Options 6 ARTICLE III.

  • Treatment of Company Equity Awards Prior to the Effective Time, the Company Board (or, if appropriate, any committee thereof) shall adopt appropriate resolutions and take all other actions to provide that, immediately prior to the Effective Time:

  • Restricted Stock and Stock Options Employer shall cause the Compensation Committee of the Board of Directors of Employer to review whether Employee should be granted shares of restricted stock and/or options to purchase shares of common stock of CBSI. Such review may be conducted pursuant to the terms of the Community Bank System, Inc. 2014 Long-Term Incentive Plan, a successor plan, or independently, as the Compensation Committee shall determine. Reviews shall be conducted no less frequently than annually.

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

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