Exercisability Schedule. No portion of this Share Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as described in Section 2 of the Plan) to accelerate the following exercisability schedule, this Share Option shall be exercisable in full upon the earlier of the first anniversary of the Grant Date or the first annual meeting of shareholders following the Grant Date, so long as the Optionee has served continuously as a member of the Board on such date; provided that if (i) the Optionee shall die while in the service of the Company, (ii) the Optionee’s service as a member of the Board terminates by reason of the Optionee’s disability (within the meaning of Section 409A of the Code), (iii) the Optionee’s service as a member of the Board terminates in connection with the consummation of a Sale Event or (iv) a Sale Event occurs and this Share Option is not assumed, continued or substituted in connection with such Sale Event, then in any such case, this Share Option shall become immediately vested and exercisable in full. In determining the number of vested Share Options at the time of any exercise, the number of Share Options shall be rounded down to the nearest whole ADS or the nearest increment of 13 Ordinary Shares. Once exercisable, this Share Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.
Appears in 3 contracts
Samples: Global Non Qualified Share Option Agreement (BeiGene, Ltd.), Global Non Qualified Share Option Agreement (BeiGene, Ltd.), Global Non Qualified Share Option Agreement (BeiGene, Ltd.)
Exercisability Schedule. No portion of this Share Stock Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as described defined in Section 2 of the Plan) to accelerate the following exercisability scheduleschedule hereunder, this Share Stock Option shall be exercisable in full upon accordance with the earlier of the first anniversary of the Grant Date or the first annual meeting of shareholders following the Grant Date, schedule so long as the Optionee has served continuously as maintains a member continuous Service Relationship with the Company or a Subsidiary on such dates: • [__]% of the Board on such date; provided that if (i) Option Shares shall become exercisable [__] months after the Optionee shall die while in the service Grant Date, and • [__]% of the CompanyOption Shares shall become exercisable each [year/quarter/month] thereafter]. Notwithstanding anything herein to the contrary, (ii) upon the Optionee’s service as a member of continued Service Relationship with the Board terminates by reason of the Optionee’s disability (within the meaning of Section 409A of the Code), (iii) the Optionee’s service as a member of the Board terminates in connection with Company through the consummation of a Sale Event or (iv) a Sale Event occurs where unvested and this Share Option is not outstanding equity awards are assumed, substituted, or continued by the Company or substituted in connection with such its successor entity following the Sale Event, then in any such caseif the Optionee’s Service Relationship with the Company is terminated by the Company within 12 months following a Sale Event, this Share 100% of the unvested shares subject to the Option shall immediately vest and become immediately vested and exercisable in full. In determining the number as of vested Share Options at the time of any exercise, the number of Share Options shall be rounded down to the nearest whole ADS or the nearest increment of 13 Ordinary Sharessuch termination date. Once exercisable, this Share Stock Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Heritage Global Inc.), Non Qualified Stock Option Agreement (Heritage Global Inc.)
Exercisability Schedule. No portion of this Share Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as described in Section 2 of the Plan) to accelerate the following exercisability schedule, this Share Option shall be exercisable in full upon the earlier of the first anniversary of the Grant Date or the first annual meeting of shareholders following the Grant Date, so long as the Optionee has served continuously as a member of the Board on such date; provided that if (i) the Optionee shall die while in the service of the Company, (ii) the Optionee’s service as a member director of the Board Company terminates by reason of the Optionee’s disability (within the meaning of Section 409A of the Code), (iii) the Optionee’s service as a member director of the Board Company terminates in connection with the consummation of a Sale Event or (iv) a Sale Event occurs and this Share Option is not assumed, continued or substituted in connection with such Sale Event, then in any such case, this Share Option shall become immediately vested and exercisable in full. In determining the number of vested Share Options Option Shares at the time of any exercise, the number of Share Options Option Shares shall be rounded down to the nearest whole ADS or the nearest increment of 13 Ordinary Shares. Once exercisable, this Share Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.
Appears in 2 contracts
Samples: Restricted Share Unit Award Agreement (BeiGene, Ltd.), Non Qualified Share Option Agreement (BeiGene, Ltd.)
Exercisability Schedule. No portion of this Share Stock Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as described defined in Section 2 of the Plan) to accelerate the following exercisability scheduleschedule hereunder, this Share Stock Option shall be exercisable in full upon accordance with the earlier following schedule so long as Optionee maintains a continuous Service Relationship with the Company or a Subsidiary on such dates: • [__]% of the first anniversary of the Grant Date or the first annual meeting of shareholders following Option Shares shall become exercisable [__] months after the Grant Date, so long as the Optionee has served continuously as a member and • [__]% of the Board on such date; provided that if (i) Option Shares shall become exercisable each [year/quarter/month] thereafter]. Notwithstanding anything herein to the Optionee shall die while in the service of the Companycontrary, (ii) upon the Optionee’s service as a member of continued Service Relationship with the Board terminates by reason of the Optionee’s disability (within the meaning of Section 409A of the Code), (iii) the Optionee’s service as a member of the Board terminates in connection with Company through the consummation of a Sale Event or (iv) a Sale Event occurs where unvested and this Share Option is not outstanding equity awards are assumed, substituted, or continued by the Company or substituted in connection with such its successor entity following the Sale Event, then in any such caseif the Optionee’s Service Relationship with the Company is terminated by the Company within 12 months following a Sale Event, this Share 100% of the unvested shares subject to the Option shall immediately vest and become immediately vested and exercisable in full. In determining the number as of vested Share Options at the time of any exercise, the number of Share Options shall be rounded down to the nearest whole ADS or the nearest increment of 13 Ordinary Sharessuch termination date. Once exercisable, this Share Stock Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Heritage Global Inc.), Non Qualified Stock Option Agreement (Heritage Global Inc.)
Exercisability Schedule. No portion of this Share Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as described in Section 2 of the Plan) to accelerate the following exercisability schedule, this Share Option shall be exercisable in full upon the earlier of the first anniversary of the Grant Date or the first annual meeting of shareholders following the Grant Date, so long as the Optionee has served continuously as a member of the Board on such date; provided that if (i) the Optionee shall die while in the service of the Company, (ii) the Optionee’s service as a member director of the Board Company terminates by reason of the Optionee’s disability (within the meaning of Section 409A of the Code), (iii) the Optionee’s service as a member director of the Board Company terminates in connection with the consummation of a Sale Event or (iv) a Sale Event occurs and this Share Option is not assumed, continued or substituted in connection with such Sale Event, then in any such case, this Share Option shall become immediately vested and exercisable in full. In determining the number of vested Share Options at the time of any exercise, the number of Share Options shall be rounded down to the nearest whole ADS or the nearest increment of 13 Ordinary Shares. Once exercisable, this Share Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.
Appears in 2 contracts
Samples: Global Non Qualified Share Option Agreement (BeiGene, Ltd.), Global Non Qualified Share Option Agreement (BeiGene, Ltd.)