EXERCISE OF THE SHARE OPTION. No portion of the Share Option may be exercised until such portion vests. Each election to exercise any vested portion of the Share Option will be subject to the terms and conditions of the Plan and must be in written or electronic form acceptable to the Administrator, signed (including by electronic signature) by the Participant or, if at the relevant time the Share Option has passed to a permitted transferee, the permitted transferee. Each such written or electronic exercise election must be received by the Company at its principal office or by such other party as the Administrator may prescribe and be accompanied by payment in full of the exercise price by cash or check, through a broker-assisted exercise program acceptable to the Administrator, or as otherwise provided in the Plan, and the Participant must also execute any additional documents that the Administrator determines in its sole discretion in order to effectuate such exercise. The latest date on which the Share Option will terminate or any vested portion thereof may be exercised is the tenth (10th) anniversary of the Date of Grant (the “Expiration Date”) upon which, if not earlier terminated under the terms of the Plan or this Agreement, the Share Option or any remaining portion thereof will thereupon immediately terminate. The Company may require, as a condition to the exercise of the Share Option or the issuance of Shares thereunder, such representations or agreements as counsel for the Company may consider appropriate to avoid violation of the Securities Act of 1933, as amended, or any other Applicable Laws. No Shares will be issued pursuant to this Agreement unless and until all legal requirements applicable to the issuance or transfer of such Shares have been complied with to the satisfaction of the Company.
Appears in 4 contracts
Samples: Non Statutory Share Option Agreement (Zenas BioPharma, Inc.), Non Statutory Share Option Agreement (Zenas BioPharma, Inc.), Non Statutory Share Option Agreement (Zenas BioPharma, Inc.)
EXERCISE OF THE SHARE OPTION. No portion of the Share Option may be exercised until such portion vests. Each election to exercise any vested portion of the Share Option will be subject to the terms and conditions of the Plan and must be in written or electronic form acceptable to the Administrator, signed (including by electronic signature) by the Participant or, if at the relevant time the Share Option has passed to a permitted transferee, the permitted transferee. Each such written or electronic exercise election must be received by the Company at its principal office or by such other party as the Administrator may prescribe and be accompanied by payment in full of the exercise price by cash or check, through a broker-assisted exercise program acceptable to the Administrator, or as otherwise provided in the PlanPlan consistent with the regulations promulgated under Section 424 of the Code, and the Participant must also execute any additional documents that the Administrator determines in its sole discretion in order to effectuate such exercise. The latest date on which the Share Option will terminate or any vested portion thereof may be exercised is the tenth (10th) anniversary (or the fifth (5th) anniversary, in the case of a 10-percent shareholder within the meaning of Section 422(b)(6) of the Code) of the Date of Grant (the “Expiration Date”) upon which, if not earlier terminated under the terms of the Plan or this Agreement, the Share Option or any remaining portion thereof will thereupon immediately terminate. The Company may require, as a condition to the exercise of the Share Option or the issuance of Shares thereunder, such representations or agreements as counsel for the Company may consider appropriate to avoid violation of the Securities Act of 1933, as amended, or any other Applicable Laws. No Shares will be issued pursuant to this Agreement unless and until all legal requirements applicable to the issuance or transfer of such Shares have been complied with to the satisfaction of the Company.
Appears in 2 contracts
Samples: Incentive Share Option Agreement (Zenas BioPharma, Inc.), Incentive Share Option Agreement (Zenas BioPharma, Inc.)