Alternative Options. Notwithstanding Sections 7(a) and 7(b), no cancellation, termination, acceleration of exercisability or vesting or settlement or other payment shall occur with respect to any Option if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, in good faith, prior to the Change in Control that the Options shall be honored or assumed, or new rights substituted therefor (such honored, assumed or substituted Option being hereinafter referred to as an "Alternative Option") by the New Employer, provided that any Alternative Options must:
Appears in 7 contracts
Samples: Stock Option Agreement (Cabelas Inc), Stock Option Agreement (Cabelas Inc), Stock Option Agreement (Cabelas Inc)
Alternative Options. Notwithstanding Sections 7(a) and 7(b), no cancellation, termination, acceleration of exercisability or vesting or settlement or other payment shall occur with respect to any Option if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, in good faith, prior to the Change in Control that the Options shall be honored or assumed, or new rights substituted therefor (such honored, assumed or substituted Option being hereinafter referred to as an "“Alternative Option"”) by the New Employer, provided that any Alternative Options must:
Appears in 5 contracts
Samples: Stock Option Agreement (Sirva Inc), Stock Option Agreement (Sirva Inc), Stock Option Agreement (Cabelas Inc)
Alternative Options. Notwithstanding Sections 7(a) and 7(bSection 5(a), no cancellation, termination, acceleration of exercisability or exercisability, vesting or cash settlement or other payment shall occur with respect to any Option in connection with a Change in Control if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, determines in good faith, prior to the occurrence of such Change in Control Control, that the Options such Option shall be honored or assumed, or new rights substituted therefor (such honored, assumed or substituted Option being hereinafter referred to as an "“Alternative Option"”) by the New Employernew employer, provided that the Chief Executive Officer consents to such Alternative Option, and provided further, that any such Alternative Options Option must:
Appears in 4 contracts
Samples: Nonqualified Stock Option Agreement (Lri Holdings, Inc.), Nonqualified Stock Option Agreement (Lri Holdings, Inc.), Stockholders Agreement (Lri Holdings, Inc.)
Alternative Options. Notwithstanding Sections 7(a) and 7(bSection 8(a), no ------------------- cancellation, termination, acceleration of exercisability or exercisability, vesting or cash settlement or other payment shall occur with respect to any the Option if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, determines in good faith, prior to the occurrence of a Change in Control Control, that the Options Option shall be honored or assumed, or new rights substituted therefor (such honored, assumed or substituted Option being hereinafter referred to as an "Alternative Option") by the New Employer, provided that any such Alternative Options -------- Option must:
Appears in 1 contract
Alternative Options. Notwithstanding Sections 7(a) and 7(bSection 8(a), no cancellation, termination, acceleration of exercisability or exercisability, vesting or cash settlement or other payment shall occur with respect to any the Option if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, determines in good faith, prior to the occurrence of a Change in Control Control, that the Options Option shall be honored or assumed, or new rights substituted therefor (such honored, assumed or substituted Option being hereinafter referred to as an "Alternative Option") by the New Employer, provided that any such Alternative Options Option must:
Appears in 1 contract
Samples: Form of Stock Option Agreement (Wesco Distribution Inc)
Alternative Options. Notwithstanding Sections 7(a) and 7(bSection 7.8(a), no ------------------- cancellation, termination, acceleration of exercisability or exercisability, vesting or cash settlement or other payment shall occur with respect to any Option if the Committee (as constituted immediately reasonably determines in good faith prior to the consummation occurrence of the transaction constituting the Change in Control) reasonably determines, in good faith, prior to the a Change in Control that the Options such option shall be honored or assumed, or new rights substituted therefor thereunder (such honored, assumed or substituted Option being hereinafter referred to as an "Alternative Option") by the New Employer), provided that any such Alternative Options Option must:
Appears in 1 contract
Samples: Employment Agreement (Guarantee Life Companies Inc)
Alternative Options. Notwithstanding Sections 7(a) and 7(bSection 8(a), no cancellation, termination, acceleration of exercisability or exercisability, vesting or cash settlement or other payment shall occur with respect to any the Option if the Committee (as constituted immediately prior to the consummation of the transaction constituting the Change in Control) reasonably determines, determines in good faith, prior to the occurrence of a Change in Control Control, that the Options Option shall be honored or assumed, or new rights substituted therefor (such honored, assumed assumed, or substituted Option being hereinafter referred to as an "Alternative Option") by the New Employer, provided that any such Alternative Options Option must:
Appears in 1 contract
Samples: Management Stock Option Agreement (Wesco International Inc)