Common use of Acceleration Event Clause in Contracts

Acceleration Event. The Company shall give Employee at least ten (10) business days’ notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated closing date of a transaction which the Board of Directors of the Company determines to be a change of control of the Company in circumstances where it is appropriate to accelerate the vesting of employee stock options. Upon receipt of such notice, all stock options of Employee shall become immediately exercisable in full, and until the day before such anticipated closing date (or such shorter period as the Company shall reasonably determine and so notify Employee), Employee shall be permitted to exercise all options with respect to up to the entire number of shares of the Company’s common stock covered thereby. The Company may in such notice require that upon the close of the period described above during which an option may be so exercised such option shall terminate to the extent that it has not theretofore been exercised. Notwithstanding the foregoing, in the event the event which was the subject of such notice is not closed, options which were exercised shall be deemed not to have been exercised, any consideration received by the Company on account of the exercise price thereof shall be returned, and such options shall be exercisable thereafter (disregarding any acceleration of vesting as provided for above, which shall then be of no effect) to the same extent they would have been exercisable if no such notice had been given.

Acceleration Event. (a) The Company shall give Employee at least ten thirty (1030) business days’ ' notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated closing date of a transaction which the Board consummation of Directors of the Company determines to be a change of control of the Company an Acceleration Event (as defined in circumstances where it is appropriate to accelerate the vesting of employee stock optionssubparagraph (ii) below). Upon receipt of such notice, all stock options of Employee shall become immediately exercisable in full, and until the day before such anticipated closing date of consummation (or such shorter period as the Company shall reasonably determine and so notify Employee), Employee shall be permitted to exercise all options with respect to up to the entire number of shares of the Company’s common stock 's Class A Special Common Stock covered thereby; provided that the shares received from the exercise of any options so accelerated (and any shares, cash or other proceeds received in exchange therefor in connection with the consummation of the Acceleration Event), shall be held in escrow by the Company or its successor and shall be delivered to Employee only in the event Employee remains in the employ of the Company or its successor through the six-month anniversary of the date of consummation of the Acceleration Event. The Company may in such notice require that upon the close of the period described above during which an option may be so exercised such option shall terminate to the extent that it has not theretofore been exercised. Notwithstanding the foregoing, in the event the event Acceleration Event which was the subject of such notice is not closedconsummated, options which were exercised shall be deemed not to have been exercised, any consideration received by the Company on account of the exercise price thereof shall be returned, exercised and such options shall be exercisable thereafter (disregarding any acceleration of vesting as provided for above, which shall then be of no effect) to the same extent they would have been exercisable if no such notice had been given.

Acceleration Event. The Company shall give Employee at least ten (10) business days’ notice (or, if not practicable, or such shorter notice as may be reasonably practicable) prior to the anticipated closing date of a transaction which transaction, of a determination by the Board of Directors (made in its sole discretion) that, taking into account the nature and circumstances of the Company determines to be a change of control of the Company in circumstances where transaction, it is appropriate to accelerate the vesting of employee Employee’s stock optionsoptions and/or restricted stock units prior to such anticipated closing date. Upon receipt of In such notice, event: (a) all stock options of Employee so accelerated shall become immediately exercisable in fullfull as of the date specified in such notice (which shall be no less than two (2) business days prior to the anticipated closing date), and until the business day before prior to such anticipated closing date (or such shorter period as the Company shall reasonably determine and so notify Employee)date, Employee shall be permitted to exercise all options with respect to up to the entire number of shares of the Company’s common stock covered thereby; and (b) all restricted stock of Employee so accelerated shall become immediately vested in full as of the date specified in such notice (which shall be no less than two (2) business days prior to the anticipated closing date). The Company may in such notice require that upon any option not exercised in full prior to the close of the period described above during which an option may be so exercised such option anticipated closing date shall terminate to the extent that it has not theretofore been exercised. Notwithstanding the foregoing, in if the event the event transaction which was the subject of such notice is does not closedclose, options which were exercised shall be deemed not to have been exercised, any consideration received by the Company on account of the exercise price thereof shall be returned, and such options shall be exercisable thereafter (disregarding any acceleration of vesting as provided for above, which shall then be of no effect) to the same extent they would have been exercisable if no such notice had been given.

Acceleration Event. The Company shall give Employee at least ten (10) business days’ ' notice (or, if not practicable, such shorter notice as may be reasonably practicable) prior to the anticipated closing date of a transaction which the Board of Directors of the Company determines to be a change of control of the Company in circumstances where it is appropriate to accelerate the vesting of employee stock options. Upon receipt of such notice, all stock options of Employee shall become immediately exercisable in full, and until the day before such anticipated closing date (or such shorter period as the Company shall reasonably determine and so notify Employee), Employee shall be permitted to exercise all options with respect to up to the entire number of shares of the Company’s 's common stock covered thereby. The Company may in such notice require that upon the close of the period described above during which an option may be so exercised such option shall terminate to the extent that it has not theretofore been exercised. Notwithstanding the foregoing, in the event the event which was the subject of such notice is not closed, options which were exercised shall be deemed not to have been exercised, any consideration received by the Company on account of the exercise price thereof shall be returned, and such options shall be exercisable thereafter (disregarding any acceleration of vesting as provided for above, which shall then be of no effect) to the same extent they would have been exercisable if no such notice had been given.