Vested Ratio

Vested Ratio. Vested Ratio ------------ Prior to Initial Vesting Date 0 On Initial Vesting Date, for each full year of Participant's remaining a Service Provider from the Date of Option Grant until the Initial Vesting Date 1/4 Plus For each subsequent full year thereafter of... Participant's remaining a Service Provider from the Initial Vesting Date 1/4 In no event shall the Vested Ratio exceed 1/1. Notwithstanding the foregoing, in the event that Participant is terminated without Cause or resigns for Good Reason other than in Connection with a Change of Control, Participant shall receive twelve (12) months accelerated vesting with respect to Participant's then outstanding unvested portion of the Award, provided that Participant signs the separation agreement and release of claims as set forth in Section 8(d) of the Employment Agreement. Notwithstanding the foregoing, in the event that Participant is terminated without Cause or resigns for Good Reason in Connection with a Change of Control, Participant shall become fully vested in Participant's then outstanding unvested portion of the Award, provided that Participant signs the separation agreement and release of claims as set forth in Section 8(d) of the Employment Agreement. View More

Vested Ratio. As of a given date, the quotient of (a) the number of Vested Carried Shares as of such date, divided by (b) 785,535. For the purposes of determining the Vested Ratio, the number of Vested Carried Shares shall include all such shares, without duplication, (x) held on such date by Executive, Ian Pearlstein Trust, Ivanna Pearlstein Trust or any Permitted Transferee or (y) transferred on or prior to such date by Executive or a Permitted Transferee in a Public Sale or otherwise.