Example ContractsClausesPayment of Performance Unit Award Severance Benefits
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Payment of Performance Unit Award Severance Benefits. Except to the extent required to be deferred, (such as pursuant to the terms of the System Stock Ownership Requirement Plan, the System Incentive Compensation Deferral Plan or any similar or successor plan), the Performance Unit Award benefit described in [Section 4.1(c)] shall be paid following the completion of the applicable performance period for the Performance Award, but in no event later than two and one-half months thereafter.

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Payment of Restricted Stock Unit Award Severance Benefits. The Restricted Stock Unit Award benefit described in [Section 4.1(b)] shall be satisfied by converting into a single share of AEP Common Stock each RSU (including each Granted RSU and each vested Dividend Equivalent RSU) that thereupon becomes vested. The shares of AEP Common Stock resulting from the conversion of the vested RSUs shall be delivered to the Participant or to an account set up for the Participant’s benefit with a broker/dealer designated by the Company (the “Broker/

Unit Award. The Corporation hereby awards the Employee [Number] Units pursuant to the 2017 Viad Corp Omnibus Incentive Plan (Plan), subject to the terms, conditions, and restrictions of such Plan and as hereinafter set forth.

PSU Award Severance. Employee’s Awards that will remain eligible to vest as Performance Award Severance are those performance-based restricted stock unit Awards (“PSUs”) set forth in [Schedule A] attached hereto.

Termination without Cause and not in Connection with a Change in Control. If the Company terminates Executive’s employment with the Company for a reason other than Cause, Executive becoming Disabled, or Executive’s death, at any time other than during the twelve (12)-month period immediately following a Change in Control, then, subject to [Section 4], Executive will receive the following severance benefits from the Company:

Severance Benefits. If the Executive’s employment terminates by reason of a Qualifying Termination (other than a Change in Control Termination), # the Company will pay the Executive a lump sum amount equal to one times the sum of # the Executive’s annual base salary, at the rate in effect as of the Termination Date, and # the Executive’s target annual cash incentive award for the year in which the Termination Date occurs (the “Severance Payment”), # the Company will pay the Executive a lump sum amount equal to one times the aggregate annual COBRA premium costs required to be paid by the Executive for the Executive and the Executive’s eligible dependents to continue to participate in the medical, dental, and vision benefit plans maintained or sponsored by the Company or its affiliates immediately prior to the Termination Date (the “Medical Plan Coverage Payment”), and # the Executive will be eligible for the Company’s outplacement assistance benefits (the “Outplacement Assistance,” and collectively with the Salary Payment and the Medical Plan Coverage Payment, the “Severance Benefits”).

Severance Benefits. Instead of Severance Benefits provided under [Section B.1]. of the Plan, you will receive the Enhanced Severance Benefits described in this section if you experience a Qualifying Termination as a Designated Employee and satisfy the following additional conditions: # remain employed until the termination date selected by the Company; # timely sign a Release Agreement acceptable to the Company; and # do not revoke the Release Agreement during the Revocation Period:

Severance Benefits. Provided that the Executive # executes this Agreement by and does not timely revoke his acceptance of this Agreement; # remains employed with the Company through the Retention Period; # executes the Additional Release attached hereto as [Attachment A] on the Executive's last date of employment (but not earlier than ) and does not timely revoke the Additional Release; and # complies with the terms and conditions herein, the Company will provide him with the following retention and severance benefits set forth in the following subsections (the "Benefits"):

Grant of Performance Stock Unit Award. The Company hereby grants to the Participant, as of the Grant Date specified above, the number of Target PSUs specified above, with the actual number of shares of Common Stock to be issued pursuant to this Award contingent upon satisfaction of the vesting conditions described in [Section 3] hereof, subject to [Section 4], but not to exceed the Maximum Shares. Except as otherwise provided by the Plan, the Participant agrees and understands that nothing contained in this Agreement provides, or is intended to provide, the Participant with any protection against potential future dilution of the Participant’s interest in the Company for any reason, and no adjustments shall be made for dividends in cash or other property, distributions or other rights in respect of the shares of Common Stock underlying the PSUs, except as otherwise specifically provided for in the Plan or this Agreement.

Performance Unit Awards. A Participant shall be eligible to receive a pro-rated share of any outstanding award of Performance Units granted to a Participant in accordance with the terms of the LTIP (a “Performance Unit Award”), provided that the Participant’s Termination is not due to Termination of Employment Due to the Participant’s Retirement or Triggering Event (as defined in such Performance Unit Award). This pro-rated share of any Performance Unit Award shall be calculated by multiplying: # the Performance Unit Award the Participant would have earned for the full performance period based on the performance of the AEP System Companies as determined at the end of the applicable performance period by # a fraction, the numerator of which is the number of full months of the Participant’s participation from the Grant Date specified in the Performance Unit Award until the Termination Date and the denominator of which is the total number of months in the applicable performance period for the Performance Unit Award.

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