AND EXERCISABILITY. (a) No portion of this Option may be exercised until such portion shall have vested.
(b) Except as set forth below, this Option shall be exercisable at any time prior to the Expiration Date or earlier termination of the Option as provided herein and in the Plan in an amount not to exceed the number of Vested Shares (determined at the time of exercise) less the number of Vested Shares previously acquired upon exercise of this Option. In no event shall this Option be exercisable for more than the Number of Option Shares (subject to Section 7 of the Plan).
(c) In the event that the Grantee's Service Relationship is terminated for any reason other than for Cause (as defined below), this Option may thereafter be exercised, to the extent it was vested and exercisable on the date of such termination, until the date specified in Section l(e) hereof. Any portion of this Option that is not vested on the date of termination of the Service Relationship shall immediately expire and be null and void. For purposes of this Agreement, (i) "SERVICE RELATIONSHIP" shall mean the Grantee's employment of service with the Company, whether in the capacity of an employee or director or consultant; PROVIDED that, unless otherwise determined by the Committee, the Grantee's Service Relationship shall not be deemed to have terminated merely because of a change in the capacity in which the Grantee renders service to the Company or a transfer between the locations of the Company or its subsidiaries or a transfer between the Company and any subsidiary, in each case to the extent there has been no interruption of the Service Relationship, and (ii) "CAUSE" shall mean (A) any breach or violation by the Grantee of any provision of any agreement to which the Grantee and the Company are parties, including, but not limited to, this Option Agreement, any employment agreement, any agreement containing covenants not to compete and covenants relating to the protection of confidential information and proprietary rights of the Company, or any agreement relating to nonsolicitation or nondisparagement, (B) any act or omission to act by the Grantee (other than the Grantee's resignation or retirement) which would reasonably be likely to have the effect of injuring the reputation, business or business relationships of the Company or impairing the Grantee's ability to perform services for the Company, (C) the Grantee's conviction (including any pleas of guilty or nolo contendre) of any crime (other than or...
AND EXERCISABILITY. (a) The Stock Option is fully vested and immediately exercisable with respect to all Option Shares, and it shall continue to be exercisable by Xxxxx or his successors as contemplated herein at any time or times prior to the Expiration Date.
(b) In the event that Xxxxx' employment with the Company terminates for any reason or under any circumstances, including Xxxxx' resignation, retirement or termination by the Company, upon death or disability, or for any other reason, regardless of the circumstances thereof, this Stock Option shall thereafter continue to be fully vested and fully exercisable by Xxxxx or his successors as contemplated herewith at any time or times prior to the Expiration Date.
AND EXERCISABILITY. This Option shall vest and become exercisable as follows:
AND EXERCISABILITY. (a) No portion of this Stock Option may be exercised until such portion shall have vested.
(b) Except as set forth below and in Section 6, and subject to the determination of the Compensation Committee of the Board of Directors of the Company or the Board of Directors of the Company, as applicable (the "Committee"), in its sole discretion to accelerate the vesting schedule hereunder, this Stock Option shall be vested and exercisable with respect to the following number of Option Shares on the date indicated: Incremental (Aggregate Number) Of Option Shares Exercisable* Vesting Date ---------------------------- ------------
AND EXERCISABILITY. The Option vests and becomes fully exercisable immediately upon the satisfaction of any part or all of the Guaranty by the Optionee but only to such extent of the satisfaction of the Guaranty as provided in Section 1 hereof.
AND EXERCISABILITY. (a) Except as set forth below and in Section 6, and subject to the determination of the Committee, in its sole discretion to accelerate the vesting schedule hereunder, this stock option shall become exercisable ("vest") as to 25% of the original number of Shares on the first anniversary of the Grant Date and as to an additional 1/48th of the original number of Shares at the end of each successive one-month period following the first anniversary of the Grant Date until the fourth anniversary of the Grant Date. The right of exercise shall be cumulative so that to the extent the Stock Option is not exercised in any period to the maximum extent permissible it shall continue to be exercisable, in whole or in part, with respect to all Option Shares for which it is vested until the earlier of the Expiration Date or the termination of this option under Section 2 hereof or the Plan. Notwithstanding anything herein to the contrary, but without limitation of Section 6, in the event that this Stock Option is assumed or continued by the Company or its successor entity in the sole discretion of the parties to a Sale Event and thereafter remains in effect following such Sale Event as contemplated by Section 6, then this Stock Option shall be deemed vested and exercisable in full upon the date on which the Optionee's employment with the Company and its subsidiaries or successor entity terminates if (i) such termination occurs within 12 months of such Sale Event and (ii) such termination is by the Company without Cause or by the Optionee for Good Reason.
(b) Except as otherwise provided in this Section 2, this Stock Option may not be exercised unless the Optionee, at the time he or she exercises this option, has and has had at all times since the Grant Date a Service Relationship with the company. In the event that the Optionee's Service Relationship with the Company and its Subsidiaries terminates for any reason or under any circumstances, including the Optionee's resignation, retirement or termination by the Company, upon the Optionee's death or disability (as defined in Section 422(c)(6) of the Code), or for any other reason, regardless of the circumstances thereof, this Stock Option may thereafter be exercised, to the extent it was vested on such date of such termination, until the date specified in Section 2(d) below. Any portion of the Stock Option that is not vested on the date of termination of the Service Relationship shall immediately expire and be null and void....
AND EXERCISABILITY. This option shall vest and become exercisable for the Option Shares in one or more installments as specified in the Grant Notice. As the option becomes exercisable for such installments, those installments shall accumulate, and the option shall remain exercisable for the accumulated installments until the Expiration Date or sooner termination of the option term under Paragraph 5 or 6.
AND EXERCISABILITY. This Option shall vest and become exercisable in accordance with the Plan and as follows:
3.1.1 This Option shall vest cumulatively, during Optionee's Continuous Status as an Employee as follows, it being understood that a portion of the Option may be vested as of the date of this Agreement under the following rules: ______________________
3.1.2 In the event Optionee's employment with the Company terminates for any reason, including without limitation termination of employment by Optionee under any circumstances, termination by the Company with or without cause, death, or disability, this Option shall cease vesting and shall be cancelled to the extent of the number of Shares as to which the Option has not vested as of the date of termination.
3.1.3 In the event of a transaction described in Section 9.2 of the Plan (e.g., liquidation of the Company, a reorganization involving a change of control, as defined, etc.), the Plan will terminate and any unvested portion of the Option shall terminate except and to the extent that the Committee determines otherwise as provided in such Section 9.2
AND EXERCISABILITY. On or after the first anniversary of the date hereof, twenty percent (20%) of the Shares subject to the Option shall vest and be exercisable, and on or after each of the next four successive anniversaries of the date hereof, an additional twenty percent (20%) of the Shares shall vest and be exercisable.
AND EXERCISABILITY. This Stock Option shall be fully vested as of the date hereof and may be exercised in whole or in part at any time prior to the Expiration Date, subject to the terms of this Section and Section 6. In the event that the Optionee's Service Relationship (as hereinafter defined) with the Company and its Subsidiaries terminates as a result of the Optionee's resignation, retirement, or termination by the Company, upon the Optionee's death or disability, or for any other reason, regardless of the circumstances thereof, this Stock Option may thereafter be exercised by the Optionee until the earlier of (i) twelve months from the effective date of such termination or (ii) the Expiration Date, subject to extension in the discretion of the Committee, whereupon it shall terminate to the extent not exercised. For purposes hereof, a "
