Assumed Definition Example with 5 Variations

This page contains an example definition of Assumed, followed by definitions with minor variations. You can view the differences between the example and variations by selecting the "Show Differences" option.
Assumed. That (i) pursuant to a Corporate Transaction defined in Section (q)(i), (q)(ii) or (q)(iii) or a Related Entity Disposition, the contractual obligations represented by the Award are assumed by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction defined in Section (q)(iv) or 2(q)(v), the Award is affirmed by the Company. The Award shall not be deemed "Assumed" for purposes of terminating the... Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or its Parent. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive View More

Variations

Assumed. That that (i) pursuant to a Corporate Transaction defined in Section (q)(i), (q)(ii) (p)(i), (p)(ii) or (q)(iii) (p)(iii) or a Related Entity Disposition, the contractual obligations represented by the Award are assumed by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction defined in Section (q)(iv) (p)(iv) or 2(q)(v), the Award is affirmed by the Company. The Award shall not be deemed... "Assumed" for purposes of terminating the Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or its Parent. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive View More
Assumed. That that (i) pursuant to a Corporate Transaction defined in Section (q)(i), (q)(ii) 2(q)(i), 2(q)(ii) or (q)(iii) or a Related Entity Disposition, 2(q)(iii), the contractual obligations represented by the Award are assumed by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction defined in Section (q)(iv) 2(q)(iv) or 2(q)(v), 2(q)(v) the Award is affirmed by the Company. The Award shall not be... deemed "Assumed" for purposes of terminating the Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or its Parent. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive Parent View More
Assumed. That that (i) pursuant to a Corporate Transaction defined in Section (q)(i), (q)(ii) 2(q)(i), 2(q)(ii) or (q)(iii) 2(q)(iii) or a Related Entity Disposition, the contractual obligations represented by the Award are assumed by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction defined in Section (q)(iv) 2(q)(iv) or 2(q)(v), the Award is affirmed by the Company. The Award shall not be deemed... "Assumed" for purposes of terminating the Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or of its Parent. However, for purposes of determining whether the vesting of the Award accelerates, the Award shall be deemed "Assumed" if the Award is replaced with such a comparable stock award or the Award is replaced with a cash incentive program of the successor entity or Parent thereof which preserves the compensation element of such Award existing at the time of the Corporate Transaction or Related Entity Disposition and provides for subsequent payout in accordance with the same vesting schedule applicable to such Award. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive View More
Assumed. That that (i) pursuant to a Corporate Transaction (as defined in Section (q)(i), (q)(ii) section (i), (ii), or (q)(iii) (iii) of the definition of such term) or a Related Entity Disposition, the contractual obligations represented by the Award are assumed by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction (as defined in Section (q)(iv) sections (iv) or 2(q)(v), (v) of the definition of such... term), the Award is affirmed by the Company. Corporation. The Award shall not be deemed "Assumed" for purposes of terminating the Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or its Parent. However, for purposes of determining whether the vesting of the Award accelerates, the Award shall be deemed "Assumed" if the Award is replaced with such a comparable stock award or the Award is replaced with a cash incentive program of the successor entity or Parent thereof which preserves the compensation element of such Award existing at the time of the Corporate Transaction or Related Entity Disposition and provides for subsequent payout in accordance with the same vesting schedule applicable to such Award. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive View More
Assumed. That that (i) pursuant to a Corporate Transaction defined in Section (q)(i), (q)(ii) 2(n)(i), 2(n)(ii) or (q)(iii) 2(n)(iii) or a Related Entity Disposition, the contractual obligations represented by the Award are expressly assumed (and not simply by operation of law) by the successor entity or its Parent in connection with the Corporate Transaction or Related Entity Disposition or (ii) pursuant to a Corporate Transaction defined in Section (q)(iv) 2(n)(iv) or 2(q)(v), 2(n)(v), the Award is expressly affirmed by the Company. The Award shall not be deemed "Assumed" for purposes of terminating the Award (in the case of a Corporate Transaction) and the termination of the Continuous Service of the Grantee (in the case of a Related Entity Disposition) if pursuant to a Corporate Transaction or a Related Entity Disposition the Award is replaced with a comparable award with respect to shares of capital stock of the successor entity or of its Parent. The determination of Award comparability shall be made by the Administrator and its determination shall be final, binding and conclusive View More
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