Common use of Acquisition Events Clause in Contracts

Acquisition Events. Upon the occurrence of an Acquisition Event (as defined below), or the execution by the Company of any agreement with respect to an Acquisition Event, the authorized administrator of the Plan shall take any one or more of the following actions with respect to the RSUs and the Option: (i) provide that the RSUs and/or the Option shall be assumed, or equivalent equity compensation shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof); (ii) upon written notice to Executive, provide that any portion of the RSUs that are vested but not converted and/or any portion of the Shares underlying the Option that are vested but not exercised will become converted or exercisable, as the case may be, in full as of a specified time (the “Acceleration Time”) prior to the Acquisition Event and will terminate immediately prior to the consummation of such Acquisition Event, except to the extent exercised by Executive between the Acceleration Time and the consummation of such Acquisition Event; (iii) in the event of an Acquisition Event under the terms of which holders of Common Stock will receive upon consummation thereof a cash payment for each share of Common Stock surrendered pursuant to such Acquisition Event (the “Acquisition Price”), provide that (A) the unvested RSUs shall terminate upon consummation of such Acquisition Event and Executive shall receive, in exchange therefor, a cash payment equal to the amount equal to the Acquisition Price multiplied by the number of shares of Common Stock subject to such unvested RSUs, (B) the Option shall terminate upon consummation of such Acquisition Event and Executive shall receive, in exchange therefor, a cash payment equal to the amount (if any) by which (x) the Acquisition Price multiplied by the number of shares of Common Stock subject to the Option (whether or not then convertible or exercisable), exceeds (y) the aggregate exercise price of the Option; and (iv) provide that the unvested RSUs and/or the Option (A) shall become exercisable, realizable or vested in full, or shall be free of all conditions or restrictions, as applicable to the Option, prior to the consummation of the Acquisition Event, or (B), if applicable, shall be assumed, or equivalent options shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof).

Acquisition Events. Upon the occurrence of an Acquisition Event (as defined below), or the execution by the Company of any agreement with respect to an Acquisition Event, the authorized administrator of the Plan shall take any one or more of the following actions with respect to the RSUs and the Option: (i) provide that the RSUs and/or the Option shall be assumed, or equivalent equity compensation shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof); (ii) upon written notice to Executive, provide that any portion of the RSUs that are vested but not converted and/or any portion of the Shares underlying the Option that are vested but not exercised will become converted or exercisable, as the case may be, in full as of a specified time (the “Acceleration Time”) prior to the Acquisition Event and will terminate immediately prior to the consummation of such Acquisition Event, except to the extent exercised by Executive between the Acceleration Time and the consummation of such Acquisition Event; (iii) in the event of an Acquisition Event under the terms of which holders of Common Stock will receive upon consummation thereof a cash payment for each share of Common Stock surrendered pursuant to such Acquisition Event (the “Acquisition Price”), provide that (A) the unvested RSUs shall terminate upon consummation of such Acquisition Event and Executive shall receive, in exchange therefor, a cash payment equal to the amount equal to the Acquisition Price multiplied by the number of shares of Common Stock subject to such unvested RSUs, (B) the Option shall terminate upon consummation of such Acquisition Event and Executive shall receive, in exchange therefor, a cash payment equal to the amount (if any) by which (x) the Acquisition Price multiplied by the number of shares of Common Stock subject to the Option (whether or not then convertible or exercisable), exceeds (y) the aggregate exercise price of the Option; and (iv) provide that the unvested RSUs and/or the Option (A) shall become exercisable, realizable or vested in full, or shall be free of all conditions or restrictions, as applicable to the Option, prior to the consummation of the Acquisition Event, or (B), if applicable, shall be assumed, or equivalent options shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof).

Acquisition Events. Upon the occurrence of an Acquisition Event (as defined below), or the execution by the Company of any agreement with respect to an Acquisition Event, the authorized administrator of the Plan Administrator shall take any one or more of the following actions with respect to the RSUs and the Optionthis option: (i) provide that the RSUs and/or the Option this option shall be assumed, or equivalent equity compensation options shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof); (ii) upon written notice to Executivethe Optionee, provide that any unexercised portion of the RSUs that are vested but not converted and/or any portion of the Shares underlying the Option that are vested but not exercised this option will become converted or exercisable, as the case may be, exercisable in full as of a specified time (the “"Acceleration Time”") prior to the Acquisition Event and will terminate immediately prior to the consummation of such Acquisition Event, except to the extent exercised by Executive the Optionee between the Acceleration Time and the consummation of such Acquisition Event; (iii) in the event of an Acquisition Event under the terms of which holders of Common Stock will receive upon consummation thereof a cash payment for each share of Common Stock surrendered pursuant to such Acquisition Event (the “"Acquisition Price”"), provide that (A) the unvested RSUs this option shall terminate upon consummation of such Acquisition Event and Executive shall receive, in exchange therefor, a cash payment equal to the amount equal to the Acquisition Price multiplied by the number of shares of Common Stock subject to such unvested RSUs, (B) the Option shall terminate upon consummation of such Acquisition Event and Executive Optionee shall receive, in exchange therefor, a cash payment equal to the amount (if any) by which (xA) the Acquisition Price multiplied by the number of shares of Common Stock subject to the Option this option (whether or not then convertible or exercisable), exceeds (yB) the aggregate exercise price of the Optionthis option; and (iv) provide that the unvested RSUs and/or the Option this option (A) shall become exercisable, realizable or vested in full, or shall be free of all conditions or restrictions, as applicable to the Optionthis option, prior to the consummation of the Acquisition Event, or (B), if applicable, shall be assumed, or equivalent options shall be substituted, by the acquiring or succeeding corporation (or an affiliate thereof).