We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Common use of Exercisability of the Option Clause in Contracts

Exercisability of the Option. (i) Except as may otherwise be provided herein, the Option shall become vested and exercisable as to 25% of the Option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all of the Option Shares shall have vested. By way of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary Dates. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) delivered in person or by mail in accordance with Section 4(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. The purchase price of the Option Shares shall be paid by the Participant to the Company (A) by certified check, (B) following an initial public offering by the Company of shares of Stock registered under the Securities Act of 1933, as amended (an “Initial Offering”), by a “cashless exercise” procedure if and in the manner approved by the Committee, or (C) by any other method approved by the Committee in writing. If requested by the Committee, the Participant shall promptly deliver his copy of this Agreement evidencing the Option to the Secretary of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participant.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (ExlService Holdings, Inc.)

Exercisability of the Option. (i) Except Subject to the Participant’s continued service as a Non-Employee Director of the Company or as an Eligible Person and except as may otherwise be provided herein, the Option shall become vested and exercisable as to 25% of the Option Shares twenty percent (20%) on the first anniversary through fifth anniversaries of the date the Option grant was approved by the Compensation Committee Date of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all of the Option Shares shall have vested. By way of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary DatesGrant. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) notice delivered in person or by mail in accordance with Section 4(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, as amended such shares of Stock shall be Mature Shares, or (an “Initial Offering”)ii) in the discretion of the Participant, by having the Company withhold from the number of Option Shares otherwise issuable pursuant to the exercise of the Option a “cashless exercise” procedure number of Option Shares (and, if and necessary, a fractional Option Share) with a Fair Market Value equal to the aggregate purchase price of the Option Shares, provided that any fractional Option Share resulting therefrom that would otherwise be delivered to the Participant shall be immediately settled in cash. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an Option in the manner approved by described in clause (ii) of the Committeepreceding sentence if the Board determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)

Exercisability of the Option. (i) Except Subject to the Participant’s continued employment or service with the Company or an Affiliate and except as may otherwise be provided herein, the Option shall become vested and exercisable as to twenty-five percent (25% %) of the Option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all first through fourth anniversaries of the Option Shares shall have vested. By way Date of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary DatesGrant. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) notice delivered in person or by mail in accordance with Section 4(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, such shares of Stock shall be Mature Shares, (ii) in the discretion of the Committee, either (A) in other property having a fair market value on the date of exercise equal to the Option Price or (B) by delivering to the Committee a copy of irrevocable instructions to a stockbroker to deliver promptly to the Company an amount of loan proceeds, or proceeds from the sale of the Option Shares, sufficient to pay the Option Price or (iii) by such other method as amended (the Committee may allow in writing. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an “Initial Offering”), by a “cashless exercise” procedure if and Option in the manner approved by described in clause (ii) or (iii) of the Committeepreceding sentence if the Committee determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)

Exercisability of the Option. (i) Except Subject to the Participant’s continued service as a Non-Employee Director of the Company and except as may otherwise be provided herein, the Option shall become vested and exercisable as to 25% twenty percent (20%) of the Option option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all first, second, third, fourth, and fifth anniversaries of the Option Shares shall have vested. By way Date of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary DatesGrant. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the CommitteeBoard) delivered in person or by mail in accordance with Section 4(a6(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, such shares of Stock shall be Mature Shares, (ii) in the discretion of the Board, either (A) in other property having a fair market value on the date of exercise equal to the Option Price or (B) by delivering to the Board a copy of irrevocable instructions to a stockbroker to deliver promptly to the Company an amount of loan proceeds, or proceeds from the sale of the Option Shares, sufficient to pay the Option Price or (iii) by such other method as amended (the Board may allow in writing. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an “Initial Offering”), by a “cashless exercise” procedure if and Option in the manner approved by described in clause (ii) or (iii) of the Committeepreceding sentence if the Board determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)

Exercisability of the Option. (i) Except Subject to the Participant’s continued employment with the Company or an Affiliate and except as may otherwise be provided herein, the Option shall become vested and exercisable as to twenty-five percent (25% %) of the Option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all first, second, third and fourth anniversaries of the Option Shares shall have vested. By way of example onlyJanuary 1, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary Dates2005. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) delivered in person or by mail in accordance with Section 4(a6(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, such shares of Stock shall be Mature Shares, (ii) in the discretion of the Committee, either (A) in other property having a fair market value on the date of exercise equal to the Option Price or (B) by delivering to the Committee a copy of irrevocable instructions to a stockbroker to deliver promptly to the Company an amount of loan proceeds, or proceeds from the sale of the Option Shares, sufficient to pay the Option Price or (iii) by such other method as amended (the Committee may allow in writing. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an “Initial Offering”), by a “cashless exercise” procedure if and Option in the manner approved by described in clause (ii) or (iii) of the Committeepreceding sentence if the Committee determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)

Exercisability of the Option. (i) Except Subject to the Participant’s continued employment with the Company or an Affiliate and except as may otherwise be provided herein, the Option shall become vested and exercisable as to 25% (___%) of the Option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all first through anniversaries of the Option Shares shall have vested. By way Date of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary DatesGrant. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) delivered in person or by mail in accordance with Section 4(a6(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, such shares of Stock shall be Mature Shares, (ii) in the discretion of the Committee, either (A) in other property having a fair market value on the date of exercise equal to the Option Price or (B) by delivering to the Committee a copy of irrevocable instructions to a stockbroker to deliver promptly to the Company an amount of loan proceeds, or proceeds from the sale of the Option Shares, sufficient to pay the Option Price or (iii) by such other method as amended (the Committee may allow in writing. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an “Initial Offering”), by a “cashless exercise” procedure if and Option in the manner approved by described in clause (ii) or (iii) of the Committeepreceding sentence if the Committee determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)

Exercisability of the Option. (i) Except Subject to the Participant’s continued employment with the Company or an Affiliate and except as may otherwise be provided herein, the Option shall become vested and exercisable as to twenty-five percent (25% %) of the Option Shares on the first anniversary of the date the Option grant was approved by the Compensation Committee of the Board (“Anniversary Date”) and then as to 25% of the unvested Option Shares, on each of the next three Anniversary Dates thereafter until all first through fourth anniversaries of the Option Shares shall have vested. By way Date of example only, if Participant was granted 100 Option Shares, then 25 Option Shares shall vest on each of the next 4 Anniversary DatesGrant. (ii) The Option may be exercised only by written notice, substantially in the form attached hereto as Exhibit A (or a successor form provided by the Committee) delivered in person or by mail in accordance with Section 4(a6(a) hereof and accompanied by (i) payment therefore, (ii) an executed copy of the Stock Purchase Agreement, substantially in the form attached hereto as Exhibit B, by and between the Company and the Participant (the “Stock Purchase Agreement”), and (iii) if the Participant is married and is a resident of a state which is a “Community Property” state, an executed spousal consent substantially in the form attached hereto as Exhibit C. therefor. The purchase price of the Option Shares shall be paid by the Participant to the Company (Ai) in cash and/or shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including by certified check, (B) following an initial public offering by the Company means of attestation of ownership of a sufficient number of shares of Stock registered under in lieu of actual delivery of such shares to the Securities Act Company); provided, that, if deemed necessary by the Company’s independent accounting firm in order to avoid an accounting charge to earnings for compensation on account of 1933the exercise of the Option, such shares of Stock shall be Mature Shares, (ii) in the discretion of the Committee, either (A) in other property having a fair market value on the date of exercise equal to the Option Price or (B) by delivering to the Committee a copy of irrevocable instructions to a stockbroker to deliver promptly to the Company an amount of loan proceeds, or proceeds from the sale of the Option Shares, sufficient to pay the Option Price or (iii) by such other method as amended (the Committee may allow in writing. Notwithstanding the foregoing, in no event shall a Participant be permitted to exercise an “Initial Offering”), by a “cashless exercise” procedure if and Option in the manner approved by described in clause (ii) or (iii) of the Committeepreceding sentence if the Committee determines that exercising an Option in such manner would violate the Xxxxxxxx-Xxxxx Act of 2002, as amended, or (C) by any other method approved by applicable law or the Committee in writing. If requested by applicable rules and regulations of the Committee, Securities and Exchange Commission or the Participant shall promptly deliver his copy applicable rules and regulations of this Agreement evidencing any securities exchange or inter dealer quotation system on which the Option to the Secretary securities of the Company who shall endorse thereon a notation of such exercise and promptly return such Agreement to the Participantor any Affiliates are listed or traded.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Las Vegas Sands Corp)