Restriction and Retention Period. The Award of Restricted Stock Units will be subject to a one-year Restriction Period. In addition, pursuant to this election, this Award will be subject to a Retention Period that will expire upon my Separation from Service (within the meaning of section 409A of the Internal Revenue Code of 1986, as amended) (a “Separation From Service”) or death. Restricted Stock Units will not be settled in Restricted Stock Unit Shares until the expiration of every applicable Restriction Period and Retention Period.
Retention Period. If and when a Change in Control occurs, will continue to employ Employee and Employee will continue in the employ of during the period (the “Retention Period”) that begins on the first date on which a Change in Control occurs (the “Change in Control Date”) and ends at the close of business on the second anniversary of the Change in Control Date, except that Employee’s employment may be terminated during the Retention Period as provided in Section 5 below.
Restriction Period. At the time a Restricted Stock or Restricted Stock Units Award is granted, CLC shall establish a Restriction Period applicable to such Award which shall be not less than three years. Each Restricted Stock or Restricted Stock Units Award may have a different Restriction Period. All Restricted Stock Units granted after December 31, 2004 shall have a mandatory Restriction Period, except in the case of death, if the Restriction Period has not lapsed as of the day prior to a termination of employment, of six calendar months from the day of termination of employment.
Restriction Period. For any Restricted Stock Unit, the “Restriction Period” begins on the Grant Date and ends on the date on which that Restricted Stock Unit vests.
Restriction Period. Subject to the limits under Sections 5.2 and 5.4, the Committee may grant Restricted Stock Units to Grantees representing the right to receive Shares, cash, or both, as determined by the Committee. At the end of the Restriction Period, cash or Shares or both shall be delivered to the Grantee (unless previously forfeited). Restricted Stock Units may not be sold, assigned, transferred, pledged or otherwise encumbered during the Restriction Period. A Grantee of Restricted Stock Units shall have none of the rights of a holder of Common Stock unless and until Shares are actually delivered in satisfaction of such Restricted Stock Units.
Period of Restriction. The Period of Restriction shall begin on the Grant Date and lapse, except as otherwise provided in Sections 3 and 4 of this Agreement, as follows:
Period of Restriction. All restrictions imposed by this Agreement and the Plan shall apply to the Restricted Stock until the Restricted Stock vests (as provided in Section 2(b) hereof) (the period during which such restrictions apply is referred to as the “Period of Restriction”). Restricted Stock after the Period of Restriction has ended is referred to as “Vested Stock.”
Duration of Restriction Period. The Restriction Period with respect to the Units will lapse as follows:
Restriction Period; Performance Condition. For purposes of this Agreement, the Restriction Period is the period beginning on the grant date and ending as set forth in the Award Notice (the “Restriction Period”). The Board Committee may, in accordance with the Plan and to the extent permitted by Section 409A of the Code (if applicable), accelerate the expiration of the Restriction Period as to some or all of the Restricted Units at any time, which may cause the Award not to be a Qualified Performance Based Award. As set forth in Section 3, the Award includes a performance condition (the “Performance Condition”) such that vesting and payout rights are contingent upon attainment during the performance period (the “Performance Period”) of the performance objective(s) set forth in the Award Notice or Statement of Performance Goals (however designated) delivered or made available to the Employee at the time of the Award (the “Statement of Performance Goals”). The Board, the Board Committee, or its designee shall make the final determination as to whether the Performance Condition has been satisfied as soon as administratively practicable following the expiration of the Performance Period, but in no event later than the 15th day of the third month following the expiration of the Performance Period.
Employment During the Retention Period. The Company will continue to employ the Executive through the earlier of June 30, 2016 and the Spin-off Effective Date (as defined below) (the "Retention Date"), or such earlier date as the Executive may elect, at which date the Executive's employment with the Company shall terminate (as applicable, the "Separation Date"). The period between the date on which the Parties execute this Agreement and the Separation Date shall be referred to herein as the "Retention Period." During the Retention Period, the Executive will continue to serve as the Executive Vice President of the Company and President of the Company's Biosciences Division, and the Executive shall use his best efforts to continue to perform his regular job duties and perform such duties in connection with the spin-off of the Biosciences Division as may be reasonably requested by the Company. During the Retention Period, the Executive will continue to receive his base salary, less all applicable taxes and withholdings, as well as customary benefits. As of the Separation Date, all salary payments from the Company will cease and any benefits the Executive had as of the Separation Date under Company-provided benefit plans, programs, or practices will terminate, except as required by federal or state law or as otherwise provided in this Agreement. For purposes of this Agreement, the term "Spin-off Effective Date" shall mean the distribution date for the spin-off of the Company's Biosciences Division, as determined by the Company and set forth in a public disclosure by the Company prior to such date.
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