Notwithstanding the vesting schedules contained in Equity Agreements that Mr. DeGhetto would hold, upon a “Change in Control” event (as defined below), any unvested equity RSUs awards that would otherwise vest on or after the effective date of the Change in Control event shall be accelerated and become 100% vested on the effective date of the Change in Control event; provided ,   however , that for purposes of a Change in Control pursuant to Paragraph 5(c) of this Agreement, the unvested equity shall be deemed to have vested immediately prior to a Change in Control event, in order to allow such equity to participate in such Change in Control transaction.