Commencement of Exercisability. (a) Subject to Sections 3.1(b), 3.1(c) and 3.3, the Option shall become vested and exercisable in such amounts and at such times as are set forth in the Grant Notice.
(b) No portion of the Option which has not become vested and exercisable at the date of the Participant’s Termination of Services shall thereafter become vested and exercisable, except as may be otherwise provided by the Administrator or as set forth in a written agreement between the Company and the Participant. [
Commencement of Exercisability. (a) So long as the Optionee continues to be employed by the Company or any other Service Recipients, the Option shall become exercisable pursuant to the following schedules:
Commencement of Exercisability. (a) The Option shall become exercisable in four cumulative installments as follows:
(i) The first installment shall consist of twenty-five percent (25%) of the shares covered by the Option and shall become exercisable on the first anniversary of the date the Option was granted.
(ii) The second installment shall consist of an additional twenty five percent (25%) of the shares covered by the Option and shall become exercisable on the second anniversary of the date the Option was granted.
(iii) The third installment shall consist of an additional twenty five percent (25%) of the shares covered by the Option and shall become exercisable on the third anniversary of the date the Option was granted.
(iv) The fourth installment shall consist of twenty five percent (25%) of the shares covered by the Option and shall become exercisable on the fourth anniversary of the date the Option was granted. The installments provided for in this Subsection (a) are cumulative. Each installment which becomes exercisable shall remain exercisable during the term of the Option, except as otherwise provided in this Agreement.
(b) No portion of the Option, which is an unexercisable installment under Subsection (a) above at Termination of Employment, shall thereafter become exercisable, unless otherwise determined by the Committee.
(c) Notwithstanding Subsections 3.1(a) and 3.1(b) above, upon a Change of Control, all Option installments not yet exercisable shall become immediately exercisable.
Commencement of Exercisability. Except as otherwise provided in this Agreement, the right to exercise the Option awarded by this Agreement shall accrue as set forth on page 1 of this Agreement, assuming that Employee is still employed with, or providing consulting services to, the Company or an Affiliate through such date(s). If Employee is not employed with, or providing consulting services to, the Company or an Affiliate on such date(s), the Option shall terminate, as set out in paragraph 6.
Commencement of Exercisability. (a) Subject to Sections 2.1(b) and 2.3, the Option shall become exercisable in four cumulative installments as follows:
(i) The first installment shall consist of 25 percent of the shares covered by the Option and shall become exercisable on the first anniversary of the date the Option is granted.
(ii) The second installment shall consist of 25 percent of the shares covered by the Option and shall become exercisable on the second anniversary of the date the Option is granted.
(iii) The third installment shall consist of 25 percent of the shares covered by the Option and shall become exercisable on the third anniversary of the date the Option is granted.
(iv) The fourth installment shall consist of 25 percent of the shares covered by the Option and shall become exercisable on the fourth anniversary of the date the Option is granted.
(b) No portion of the Option which is unexercisable at Termination of Employment shall thereafter become exercisable.
Commencement of Exercisability. (a) Subject to Section 5.6, the Option shall become exercisable in five (5) cumulative installments as follows:
(i) The first installment shall consist of twenty percent (20%) of the shares covered by the option and shall become exercisable on the first anniversary of the date the Option is granted.
(ii) The second installment shall consist of twenty percent (20%) of the shares covered by the Option and shall become exercisable on the second anniversary of the date the Option is granted.
(iii) The third installment shall consist of twenty percent (20%) of the shares covered by the Option and shall become exercisable on the third anniversary of the date the Option is granted.
(iv) The fourth installment shall consist of twenty percent (20%) of the shares covered by the Option and shall become exercisable on the fourth anniversary of the date the Option is granted.
(v) The fifth installment shall consist of twenty percent (20%) of the shares covered by the Option and shall become exercisable on the fifth anniversary of the date the Option is granted.
(b) No portion of the Option which is unexercisable at Termination of Employment shall thereafter become exercisable.
Commencement of Exercisability. (a) Subject to Participant’s continued employment with or service to a Company Group Member through the applicable vesting date and subject to Sections 3.2, 3.3, 6.12 and 6.18 hereof, the Option shall become vested and exercisable in such amounts and at such times as are set forth in the Grant Notice.
(b) Subject to Section 12.2(d) of the Plan and unless otherwise determined by the Administrator or as set forth in a written agreement between Participant and the Company, any portion of the Option that has not become vested and exercisable on or prior to the Cessation Date (including, without limitation, pursuant to any employment or similar agreement by and between Participant and the Company) shall be forfeited on the Cessation Date and shall not thereafter become vested or exercisable.
Commencement of Exercisability. (a) Subject to subsection (c), the Time Option shall become exercisable with respect to an additional 20% of the total shares of Common Stock subject to such Option as set forth herein on each Determination Date. Notwithstanding the foregoing, the Time Option shall become exercisable as to 100% of the shares of Common Stock subject to such Option immediately prior to the consummation of a Change of Control (but only to the extent such Option has not otherwise terminated); provided, however, that as a condition subsequent to the acceleration of the exercisability of the Time Option pursuant to this subsection, the Change of Control shall be consummated. In the event the contemplated Change of Control is not consummated, the acceleration of exercisability and any resulting exercise of the Option shall be void AB INITIO.
(b) Subject to subsection (c), the Performance Option shall become exercisable with respect to an additional 20% of the total shares of Common Stock subject to such Option as set forth herein on each Determination Date as of which (A) Cumulative EBITDA equals or exceeds the Cumulative EBITDA Target through such Determination Date and (B) actual EBITDA for the Plan Year ending immediately prior to such Determination Date equals or exceeds the EBITDA Target for that Plan Year. If EBITDA for a Plan Year is less than 100% of the EBITDA Target for such Plan Year or Cumulative EBITDA is less than the Cumulative EBITDA Target as of the last day of such Plan Year (a "Missed Year"), no portion of the Performance Option shall become exercisable pursuant to this subsection 3.1(b) on the Determination Date for such Plan Year. If, in any Plan Year subsequent to a Missed Year, EBITDA exceeds the EBITDA Target for such Plan Year AND Cumulative EBITDA as of the last day of such Plan Year exceeds the Cumulative EBITDA Target through such date, then any prior percentage of Performance Options in respect of prior Missed Years shall become exercisable (but only to the extent such Option has not otherwise terminated). Notwithstanding the foregoing, in the event that as of the Determination Date immediately preceding the consummation of a Change of Control the Performance Option has become exercisable as to the entire portion for which such Option was eligible to become exercisable, the Performance Option shall become exercisable as to 100% of the shares of Common Stock subject to such Option immediately prior to the consummation of Change of Control (but only to ...
Commencement of Exercisability. Subject to the vesting provisions described above and Section 4 below, the Warrant is exercisable, in whole or in part, at any time and from time to time from the date hereof through the Expiration Date (as defined in Section 1(b) below).
Commencement of Exercisability. (a) Except as otherwise provided in Section 3.1(b) or (c) below, so long as the Optionee continues to be employed by the Company or any other Service Recipient, the Option shall become vested and exercisable with respect to 25% of the Shares subject to such Option on each of the first four (4) anniversaries of the Grant Date. To the extent this vesting schedule results in the vesting of fractional shares, the fractional shares shall be combined and be exercisable on the first anniversary of the Grant Date.
(b) Notwithstanding Section 3.1(a) above, upon the earliest occurrence of (i) a Change in Control, (ii) the Optionee’s death, or (iii) a termination of the Optionee’s employment by reason of the Optionee’s Disability, the Option shall become immediately vested and exercisable with respect to 100% of the Shares subject to such unvested Option immediately prior to such event (but only to the extent such Option has not otherwise terminated or become exercisable).
(c) Notwithstanding Section 3.1(a) above, in the event of the Optionee’s Retirement, that portion of the Option that would have become vested and exercisable within the one (1) year period following the Optionee’s Retirement date if the Optionee had remained employed with the Company or the applicable Service Recipient shall remain outstanding for a period of one (1) year following the Optionee’s Retirement date and shall become vested and exercisable on the anniversary of the Grant Date that falls within the one (1) year period following the Optionee’s Retirement date (but only to the extent such portion of the Option has not otherwise terminated or become exercisable); provided, however, that if during such one (1) year period there occurs a Change in Control or the Optionee dies or incurs a Disability, such portion of the Option shall instead become immediately vested and exercisable (but only to the extent such portion of the Option has not otherwise terminated).
(d) No Option shall become vested or exercisable as to any additional Shares following the Optionee’s termination of employment for any reason, and any Option which is unexercisable as of the Optionee’s termination of employment shall immediately expire without payment therefor, in each case except as otherwise provided in Section 3.1(b) or (c) above.
