Employee Stock Purchase Sample Clauses

Employee Stock Purchase. Within 20 days of the date hereof, the ----------------------- Company shall sell restricted shares of its common stock to the Employee in accordance with the following terms and conditions pursuant to an employee stock incentive plan or an employee stock purchase agreement (the "Plan") to be adopted by the Company's Board of Directors: (a) The Company shall sell to the Employee Five Hundred Eighty- Seven Thousand Five Hundred (587,500) shares of the Company's common stock (the "Purchased Shares") at a purchase price of $.01 per share (the "Purchase Price"). The Plan shall contain customary terms and conditions which shall include restrictions on the disposition of the Purchased Shares, restrictions on the ability to vote the Purchased Shares and shall grant the Company a right to repurchase such Purchased Shares at the Purchase Price. The voting restrictions will terminate upon the consummation of a Qualified Public Offering (as defined in Section 2.3(b) below) or a Change in Control (as defined in Section 2.3(c)). The Company's repurchase right shall initially be exercisable after Employee's termination of employment with respect to 75% of the Purchased Shares and shall be reduced to 50% on December 31, 1998, 25% on December 31, 1999 and terminated on December 31, 2000; provided, however, that such repurchase right shall terminate earlier upon (i) the consummation of a Qualified Public Offering, (ii) a Change in Control (as defined in Section 2.3(c) below) or (iii) termination of the Employee's employment by the Company prior to the Term without Cause (as such term is defined in Section 4(b) hereof) or by the Employee with Good Cause (as such term is defined in Section 4(e) hereof). Until such time as the Company actually exercises its repurchase right, Employee shall have all the rights of a stockholder (subject to the restrictions contained in the Plan) with respect to the Purchased Shares. (b) For purposes hereof, a "Qualified Public Offering" shall mean a firmly underwritten public offering of the Company's common stock on a Form S-1, Form SB-I or Form SB-2 Registration Statement filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended, with respect to which the Company receives net proceeds of at least $10,000,000.
Sample 1
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Employee Stock Purchase. Under the terms of the Prior Agreement, the Company sold to the Employee 4,000 shares (the "Shares") of the Common Stock, par value $.01 per share, of Holophane Holdings Corporation, for the purchase price and on the terms set forth in that certain Stock Purchase and Stockholders Agreement, dated June 30, 1989, by and among Holophane Holdings Corporation and each of the other stockholders thereto, to which the Employee was concurrently made a party (the "Stockholders Agreement"). Pursuant to Section 6 of the Prior Agreement, certain terms of the Shares were to be set forth in a side letter (the "Side Letter") to be executed by an authorized officer of Holophane Holdings Corporation, a copy of which is attached hereto as Exhibit D. During the term of this Agreement, the terms and conditions set forth in the Side Letter shall remain in full force and effect until they lapse in accordance with the provisions of the Side Letter; provided, however, to the extent that the Employee's employment is terminated by the Company
Sample 1
Employee Stock Purchase. PLAN Section 9.01 The Hertz Global Holdings, Inc. Employee Stock Purchase Plan . HERC Holdings or another member of the HERC Holdings Group shall be solely responsible for maintaining and administering the Old Hertz Holdings ESPP following the Distribution. As of the Distribution Date, each member of the Hertz Group and each New Hertz Holdings Employee 37 and Former New Hertz Holdings Employee shall cease participation in the Old Hertz Holdings ESPP, except for any options under the Old Hertz Holdings ESPP held by a New Hertz Holdings Employee or Former New Hertz Holdings Employee that remain exercisable after the Distribution pursuant to the terms of the Old Hertz Holdings ESPP and applicable Law.
Sample 1
Employee Stock Purchase. Employee will be allowed to participate in the purchase of Twenty-Five Thousand dollars, ($25,000) of the Company’s restricted common stock in exchange for twenty-five thousand (25,000) shares at a price of $1.00 each, the (“Purchase Price”) and receive 12,500 purchase warrants exercisable at 125% of the Purchase Price for a period of three (3) years.
Sample 1
Employee Stock Purchase. PLAN This plan offers PRG-Schultz employees the opportunity to purchase whole shares of PRG stxxx xx a 15% discounted rate through payroll deductions. Employees are eligible to participate after 6 months of service. EMPLOYEE ASSISTANCE PROGRAM Free confidential counseling to employees and immediate family members. Convenience referral services are also available. This is only a summary of the plan provisions. Please refer to your plan documents for further detail on each of these plans. If a discrepancy exists between this summary and the plan document, the plan document will prevail. 2006 SUMMARY OF EMPLOYEE BENEFIT PLANS COMPANY-PAID PLANS: ------------------ LIFE INSURANCE 2 x Earnings; to a maximum of $350,000 -------------- $2,000 for spouse $1,000 for eligible dependent children SHORT-TERM DISABILITY 60% of weekly earnings to a maximum benefit of $1,200/week after a 14 day elimination --------------------- period is satisfied. Maximum benefit period is 26 weeks. LONG-TERM DISABILITY 60% of monthly earnings to a maximum benefit of $10,000/month; begins when short-term -------------------- disability ends. OPTIONAL PLANS: -------------- MEDICAL/DENTAL/PRESCRIPTION DRUG PLAN The PRG-Schultz medical plans are administered by Cigna Healthcare and incluxx: 0 Xpen Access Plus plans with different levels of coverage and an Out-of-Area (traditional indemnity) option in selected areas without networks. There are two traditional dental plans offered with separate annual maximums, including one with orthodontia coverage. Dental insurance is administered by Cigna. Bi-weekly Premiums: OAP PRIMARY OAP PREMIER OUT OF AREA DENTAL PRIMARY DENTAL PREMIER Employee $23.81 $46.14 $40.85 $5.02 $10.81 Emp/Spouse $102.36 $150.24 $138.90 $12.33 $24.19 Emp/Child(ren) $78.82 $116.01 $107.20 $12.52 $24.58 Family $141.96 $208.50 $190.74 $20.58 $40.40 VOLUNTARY VISION PLAN The vision plan is provided by VSP. Pre-taxed contributions are 100% paid by employees through regular biweekly deductions. Benefits include a comprehensive eye exam every 12 months, prescription lenses every 12 months, frames every 24 months(up to $130), and contact lens care every 12 months(up to $120). There is a $20 copay for both the eye exam and prescription glasses. Bi-weekly Premiums: Employee: $3.56 Emp/Spouse: $5.48 Emp/Child(ren: $5.60 Family: $9.03 FLEXIBLE SPENDING ACCOUNTS: Flexible spending accounts provide associates the opportunity to set a side pre-tax dollars to pay for expenses not covered un...
Sample 1
Employee Stock Purchase. EMPLOYEE shall become eligible to participate in PSA’s Employee Stock Purchase plan in accordance with the provisions of the Plan. Participation and benefits of this Plan are governed by its official plan documents as changed, modified or terminated by PSA from time to time.
Sample 1

Related to Employee Stock Purchase

  • Employee Stock Purchase Plan The Company shall take all requisite action with respect to the Company’s 2000 Employee Stock Purchase Plan, as amended (the “Company ESPP”), to ensure that (i) all outstanding Company Purchase Rights (as defined in Section 4.02) will be exercised no later than three (3) Business Days prior to the Expiration Date, (ii) no Company Purchase Rights will be issued and outstanding as of the Expiration Date, (iii) conditioned upon the occurrence of the Closing, the Company ESPP will be terminated no later than the Effective Time, and (iv) no additional offering periods shall commence on or after the Expiration Date. The Company shall deliver to Parent prior to the Expiration Date sufficient evidence that the Company ESPP will be terminated as of the Effective Time, conditioned upon the occurrence of the Closing. In addition, prior to the Effective Time, the Company shall take all actions (including, if appropriate, amending the terms of the Company ESPP and the terms of any offering period(s) commencing prior to the Expiration Date) that are necessary to provide that, as of the Effective Time, participants and former participants in the Company ESPP shall cease to have any right or interest thereunder. Notwithstanding the foregoing, all actions taken and all amendments made pursuant to this Section 3.06 shall be taken or made in compliance with Sections 423 and 424 of the Code and so as not to result in a “modification” under such Sections. All Shares issued in connection with the exercise of the Company Purchase Rights shall be, at the Effective Time, converted into the right to receive the Merger Consideration in accordance with, and pursuant to, the terms and conditions of this Agreement.

  • Employee Stock Unless otherwise approved by the Board of Directors, including at least one of the Preferred Directors, all future employees and consultants of the Company who purchase, receive options to purchase, or receive awards of shares of the Company’s capital stock after the date hereof shall be required to execute restricted stock or option agreements, as applicable, providing for (i) vesting of shares over a four (4) year period, with the first twenty-five percent (25%) of such shares vesting following twelve (12) months of continued employment or service, and the remaining shares vesting in equal quarterly installments over the following thirty-six (36) months, and (ii) a market stand-off provision substantially similar to that in Subsection 2.11. In addition, unless otherwise approved by the Board of Directors, including at least one of the Preferred Directors, the Company shall retain a “right of first refusal” on employee transfers until the Company’s IPO and shall have the right to repurchase unvested shares at cost upon termination of employment of a holder of restricted stock.

  • Employee Stock Options Except as provided in this Agreement or pursuant to the provisions of any Plan or employee or director stock option agreement as in effect on the date hereof, from the date hereof Company will not accelerate the vesting or exercisability of or otherwise modify the terms and conditions applicable to the Employee Stock Options. At the Effective Time, each of the Employee Stock Options which is outstanding and unexercised at the Effective Time shall be converted automatically into an option to purchase Parent Shares in an amount and at an exercise price determined as provided below (and otherwise subject to the terms of the stock option plans of Company governing the Employee Stock Options (the "Company Stock Option Plans")): (1) The number of Parent Shares to be subject to the new option shall be equal to the product of the number of Shares subject to the original option and the Exchange Ratio, PROVIDED that any fractional Parent Shares resulting from such multiplication shall be rounded down to the nearest share and, except with respect to any options which are intended to qualify as "incentive stock options" (as defined in section 422 of the Code ("ISOs")), Parent shall pay an amount in cash to the holder of such Employee Stock Option equal to the fair market value immediately prior to the Effective Time of such fractional Parent Shares calculated based on the average closing price on the New York Stock Exchange for the last five trading days immediately preceding the day prior to the Effective Time; and (2) The exercise price per Parent Share under the new option shall be equal to the aggregate exercise price of the original option divided by the total number of full Parent Shares subject to the new option (as determined under (1) immediately above), PROVIDED that such exercise price shall be rounded up to the nearest cent. The adjustment provided herein with respect to any ISOs shall be and is intended to be effected in a manner that is consistent with section 424(a) of the Code. The duration and other terms of the new option shall be the same as that of the original option, except that all references to Company shall be deemed to be references to Parent. Parent shall file with the SEC a registration statement on Form S-8 (or other appropriate form) or a post-effective amendment to the Registration Statement as promptly as practicable after the Effective Time for purposes of registering all Parent Shares issuable after the Effective Time upon exercise of the Employee Stock Options, and shall have such registration statement or post-effective amendment become effective and comply, to the extent applicable, with state securities or blue sky laws with respect thereto at the Effective Time.

  • Stock Purchase At the Closing, upon the terms and subject to the conditions set forth in this Agreement, Seller shall sell, assign, transfer and deliver to Purchaser, and Purchaser shall purchase and acquire from Seller, all of the Stock owned by Seller, free and clear of all Liens.

  • Restricted Stock Grant As a member of Employer’s senior management team, Employee will be eligible for annual Restricted Stock Grants pursuant to Anaren’s 2004 Comprehensive Long Term Incentive Plan, as amended (“2004 Plan”) equal in value to 16% of his Base Salary for the respective year. Restrictive Stock Grants will be made annually at the same time other Restricted Stock Grants are made by Anaren to its senior management team, provided Employee is employed with Employer on that date. All Restricted Stock grants issued pursuant to this provision will be subject to the terms of the 2004 Plan, including, but not limited to, a thirty-six (36) month forfeiture provision. Notwithstanding anything to the contrary, in the event Employee concludes employment on or after the expiration of the Period of Employment, Employee shall be entitled if the forfeiture period has not otherwise lapsed only to a pro-rata portion of each unvested Restricted Stock Grant based on the number of months employed by Employer from the date of grant to the expiration of the Period of Employment. In the way of example, if Employee has been employed for 9 months of the 36 month forfeiture period at the end of his Period of Employment, he will receive 25% of the Restricted Shares granted. If Employee remains employed by Employer on a full time basis (30 hours or more per week) after the Period of Employment as an at-will employee, all previously issued restricted stock shall continue to vest in accordance with the terms of the 2004 Plan.

  • Restricted Stock Agreement Each Award of Restricted Stock shall be evidenced by an Award Agreement that shall specify the Period of Restriction, the number of Shares granted, and such other terms and conditions as the Committee, in its sole discretion, shall determine. Unless the Committee determines otherwise, Shares of Restricted Stock shall be held by the Company as escrow agent until the restrictions on such Shares have lapsed.

  • Share Option Plans Each share option granted by the Company under the Company’s share option plan was granted (i) in accordance with the terms of the Company’s share option plan and (ii) with an exercise price at least equal to the fair market value of the Ordinary Shares on the date such share option would be considered granted under GAAP and applicable law. No share option granted under the Company’s share option plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, share options prior to, or otherwise knowingly coordinate the grant of share options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Restricted Stock Award Subject to the terms and conditions of the Plan and this Agreement, the Company hereby grants to the Participant Shares (the “Restricted Shares”), which shall vest and become nonforfeitable in accordance with Section 3 hereof.

  • RIGHTS AS A STOCKHOLDER, DIRECTOR, EMPLOYEE OR CONSULTANT The Participant shall have no rights as a stockholder with respect to any shares covered by the Option until the date of the issuance of the shares for which the Option has been exercised (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company). No adjustment shall be made for dividends, distributions or other rights for which the record date is prior to the date the shares are issued, except as provided in Section 9. If the Participant is an Employee, the Participant understands and acknowledges that, except as otherwise provided in a separate, written employment agreement between a Participating Company and the Participant, the Participant’s employment is “at will” and is for no specified term. Nothing in this Option Agreement shall confer upon the Participant any right to continue in the Service of a Participating Company or interfere in any way with any right of the Participating Company Group to terminate the Participant’s Service as a Director, an Employee or Consultant, as the case may be, at any time.

  • Restricted Stock Units Subject to the terms and conditions provided in this Agreement and the Plan, the Company hereby grants to the Grantee restricted stock units (the “Restricted Stock Units”) as of the Grant Date. Each Restricted Stock Unit represents the right to receive a Share of Common Stock if the Restricted Stock Unit becomes vested and non-forfeitable in accordance with Section 2 or Section 3 of this Agreement. The Grantee shall have no rights as a stockholder of the Company, no dividend rights and no voting rights with respect to the Restricted Stock Units or the Shares underlying the Restricted Stock Units unless and until the Restricted Stock Units become vested and non-forfeitable and such Shares are delivered to the Grantee in accordance with Section 4 of this Agreement. The Grantee is required to pay no cash consideration for the grant of the Restricted Stock Units. The Grantee acknowledges and agrees that (i) the Restricted Stock Units and related rights are nontransferable as provided in Section 5 of this Agreement, (ii) the Restricted Stock Units are subject to forfeiture in the event the Grantee’s Continuous Status as an Employee or Consultant or Non-Employee Director terminates in certain circumstances, as specified in Section 6 of this Agreement, (iii) sales of Shares of Common Stock delivered in settlement of the Restricted Stock Units will be subject to the Company’s policies regulating trading by Employees and Consultants, including any applicable “blackout” or other designated periods in which sales of Shares are not permitted, (iv) Shares delivered in settlement will be subject to any recoupment or “clawback” policy of the Company, regardless of whether such recoupment or “clawback” policy is applied with prospective or retroactive effect, and (v) any entitlement to dividend equivalents will be in accordance with Section 7 of this Agreement. The extent to which the Grantee’s rights and interest in the Restricted Stock Units becomes vested and non-forfeitable shall be determined in accordance with the provisions of Sections 2 and 3 of this Agreement.

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