Grant of New Options Sample Clauses

Grant of New Options. Subject to availability under the Assumed Company Option Plans, within five (5) days following the Closing Date, Parent shall grant new options to employees of the Company who continue as employees of the Surviving Corporation or Parent after the Effective Time (the "Continuing Employees") to purchase up to 1,000,000 shares of the Parent Common Stock at an exercise price equal to the closing price of the Parent Common Stock on the date of grant pursuant to an Assumed Company Option Plan. In the event that the Company for any reason does not grant new Company Options, as recently contemplated, to purchase an aggregate of 689,000 shares of Company Common Stock to the Continuing Employees prior to the Closing Date, within five (5) days following the Closing Date, Parent shall, based on the particular allocation of options to purchase Company Common Stock in such aforementioned contemplated grant by the Company, grant new options to the Continuing Employees to purchase a comparable number of shares the Parent Common Stock, after giving effect to the Exchange Ratio (consistent with the applicable conversion provision of assumed Company Options of Section 2.6 hereof), from the Assumed Company Option Plans assumed by Parent at an exercise price equal to the closing price of the Parent Common Stock on the date of grant. The Company shall grant all or none of such new Company Options prior to the Closing Date. In no event shall Parent be obligated to grant any such options to Continuing Employees from any of Parent's stock option plans in effect on or after the Closing other than the Assumed Company Option Plans.
Sample 1
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Grant of New Options. Subject to availability under the assumed company option plan and as detailed in Schedule 5.9, within forty five (45) days following the Closing Date, Parent shall grant new options to Continuing Employees to purchase up to 1,000,000 shares of the Parent Common Stock at an exercise price equal to the closing price of the Parent Common Stock on the date of grant pursuant to the terms and conditions of the assumed company option plan; provided, however, that to the extent that the assumed company options plan does not have sufficient options available for issuance to Continuing Employees in accordance with Schedule 5.9 (the "Option Shortfall"), Parent shall grant new options to Continuing Employees under Parent's stock option plans up to the amount of the Option Shortfall. In no event shall Parent be obligated to grant any such options to Continuing Employees from any of Parent's stock option plans in effect on or after the Closing other than the assumed company option plans.
Sample 1
Grant of New Options. Subject to the terms and conditions set forth in Section 5.2 below, Company hereby grants to Employee the following options to acquire additional shares of Common Stock: (a) An option to acquire 145,000 shares of Common Stock, which option is immediately vested in Employee; 19 (b) An option to acquire 105,000 shares of Common Stock, which option shall vest and become exercisable with respect to one-third of the total shares of Common Stock subject to the option after each anniversary date of May 14, 1995, so that the option shall be exercisable in full after the third anniversary date of May 14, 1995 (i.e. May 14, 1998); and
Sample 1
Grant of New Options. Subject to the terms and conditions set forth herein and in the Company’s 2000 Stock Incentive Plan, as amended (the “Plan”), the Company hereby grants to the Optionee, during the period commencing on the date of this Agreement (the “Grant Date”) and ending seven years from the date hereof (the “Termination Date”), the right and option (the right to purchase any one share of Stock hereunder being an “Option”) to purchase from the Company, at a price of $[ ] per share (the “Exercise Price”), an aggregate of [ ] shares of Stock (the “Options”).
Sample 1
Grant of New Options. Subject to the terms and conditions set forth in Section 5.2 below, Company granted to Employee on August 22, 1996, an option to acquire 40,000 shares of Company's Common Stock which option shall vest and become exercisable according to the following schedule: Date of Vesting Number of Shares Vested June 30, 1997 10,000 June 30, 1998 10,000 June 30, 1999 10,000 September 30, 1999 10,000 Notwithstanding the foregoing, the option for 10,000 shares that is scheduled to vest on September 30, 1999 shall only vest and become exercisable if Company meets at least 95% of its EBITDA goal for the years ending September 30, 1997, September 30, 1998 and September 30, 1999 combined, which EBITDA goal is set forth in the Company's Disclosure Statement dated Xxxxx 00, 0000 (xx being understood that the EBITDA goal is set forth in the Projected Consolidated Statements of Operations included in the Disclosure Statement).
Sample 1
Grant of New Options. Subject to the terms and conditions set forth herein and in the Company’s 2000 Stock Incentive Plan, as amended (the “Plan”), the Company hereby grants to the Optionee, during the period commencing on the date of this Agreement (the “Grant Date”) and ending seven years from the date hereof (the “Termination Date”), the right and option (the right to purchase any one share of Stock hereunder being an “Option”) to purchase from the Company, at a price of $[ ] per share (the “Exercise Price” which Exercise Price is intended by the Company to qualify for the Italian fair market value exemption), an aggregate of [ ] shares of Stock (the “Options”).
Sample 1
Grant of New Options. You likely will not be subject to tax when the new options are granted to you.
Sample 1
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Grant of New Options. If you choose to include the value of the new option in your assessable income in the year in which the new option is granted (as there may be capital gains tax advantages in making such an election), you will likely be required to recognize income equal to the market value of the new option, less the market value of the existing option as of the date of cancellation of the existing option. If you do not make this election, then you must include an amount (as described below) in your assessable income for the year in which the earliest of the following assessment times occurs:
Sample 1
Grant of New Options. You will not be subject to tax when the new option is granted to you. EXERCISE OF NEW OPTIONS. When you exercise the new option, the amount by which the fair market value of the shares you purchase exceeds the option exercise price you pay for those shares will be taxable as regular salary. You must inform RSA Security AB when you exercise the new options. SALE OF SHARES. When you subsequently sell the shares acquired upon the exercise of your new option, you will recognize a capital gain (or loss) equal to the difference between the sale price and the sum of the option exercise price paid for the shares plus the amount of regular salary you recognized for income tax purposes upon exercise of the new option. Capital gains are taxed at a flat rate (30% for the year 2001). If the sale results in a capital loss, 100% of the loss is deductible against certain types of capital gains during the same year, and if no capital gains exist, 70% of the loss is deductible against other income from capital. If you have a net deficit in the capital income category for that year, 30% of the deficit up to SEK 100,000 is allowed as a reduction of your tax on earned income, and for deficits exceeding SEK 100,000, 21% of the deficit is allowed as a reduction of your tax on earned income. SWITZERLAND: MATERIAL FEDERAL INCOME TAX CONSEQUENCES FOR EMPLOYEES WHO ARE TAX RESIDENTS IN SWITZERLAND EXCHANGE OF OPTIONS. We believe that you should not be subject to tax as a result of the exchange of your existing options for new options pursuant to the Offer to Exchange, however, the tax laws regarding this matter are uncertain. If your existing options were taxed at grant, then any tax paid on those existing options that are surrendered in the exchange would, in principle, not be refunded. Hence, since there will possibly be tax due on the grant of the new options (except as described below), you will potentially be subject to double taxation. Alternatively, if your existing options were not taxed at grant, then the exchange of these options for the new options should not trigger any immediate tax consequences.
Sample 1

Related to Grant of New Options

  • Delivery of New Warrants Upon Exercise If this Warrant shall have been exercised in part, the Company shall, at the request of a Holder and upon surrender of this Warrant certificate, at the time of delivery of the Warrant Shares, deliver to the Holder a new Warrant evidencing the rights of the Holder to purchase the unpurchased Warrant Shares called for by this Warrant, which new Warrant shall in all other respects be identical with this Warrant.

  • Delivery of New Warrant Unless the purchase rights represented by this Warrant shall have expired or shall have been fully exercised, the Company shall, at the time of delivery of the certificate or certificates representing the Warrant Shares being issued in accordance with Section 3(c) hereof, deliver to the Holder a new Warrant evidencing the rights of the Holder to purchase the unexpired and unexercised Warrant Shares called for by this Warrant. Such new Warrant shall in all other respects be identical to this Warrant.

  • Issuance of New Warrants Whenever the Company is required to issue a new Warrant pursuant to the terms of this Warrant, such new Warrant (i) shall be of like tenor with this Warrant, (ii) shall represent, as indicated on the face of such new Warrant, the right to purchase the Warrant Shares then underlying this Warrant (or in the case of a new Warrant being issued pursuant to Section 7(a) or Section 7(c), the Warrant Shares designated by the Holder which, when added to the number of shares of Common Stock underlying the other new Warrants issued in connection with such issuance, does not exceed the number of Warrant Shares then underlying this Warrant), (iii) shall have an issuance date, as indicated on the face of such new Warrant which is the same as the Issuance Date, and (iv) shall have the same rights and conditions as this Warrant.

  • Issuance of New Warrant Upon the occurrence of any of the events listed in this Section 8 that results in an adjustment of the type, number or exercise price of the securities underlying this Warrant, the Holder shall have the right to receive a new warrant reflecting such adjustment upon the Holder tendering this Warrant in exchange. The new warrant shall otherwise have terms identical to this Warrant.

  • Sale of New Securities For so long as the Focus Investor, together with its Affiliates, owns 10% or more of all of the outstanding Common Shares (counting for such purposes all Common Shares into or for which the securities of the Company owned by the Investor and its Affiliates are directly or indirectly convertible or exercisable) (before giving effect to any issuances triggering provisions of this Section) if, at any time after the date hereof and on or before the fifth anniversary of the date hereof, the Company makes any nonpublic offering or sale of any equity security (including Common Shares, preferred shares or restricted shares), or any securities, options or debt that is convertible or exchangeable into equity or that includes an equity component (such as an “equity kicker”) (any such security, a “New Security”) (other than (i) any Common Shares or other securities issuable upon the exercise or conversion of any securities of the Company issued or agreed to be issued as of the date hereof; (ii) pursuant to the granting or exercise of employee share options or other share incentives pursuant to the Company’s share incentive plans approved by the Board of Directors or the issuance of shares pursuant to the Company’s employee share purchase plan approved by the Board of Directors or similar plan where shares are being issued or offered to a trust, other entity or otherwise, for the benefit of any employees, officers or directors of the Company, in each case in the ordinary course of providing incentive compensation; or (iii) issuances of shares or other securities as full or partial consideration for a merger, acquisition, joint venture, strategic alliance, license agreement or other similar nonfinancing transaction), then, to the extent not prohibited, not restricted, and not requiring any shareholders’ approval by any applicable law or by obligations pursuant to any listing agreement with any securities exchange or any securities exchange regulation, the Focus Investor shall be afforded the opportunity to acquire from the Company for the same price (net of any underwriting discounts or sales commissions) and on the same terms (except that, to the extent permitted by law and the Articles of Association, the Investor may elect to receive such securities in nonvoting form, convertible into voting securities in a widely dispersed or public offering) as such securities are proposed to be offered to others, up to the amount of New Securities in the aggregate required to enable it to maintain its interest in the Purchased Shares proportionate to the total number of Common Shares of the Company either outstanding or issued pursuant to currently exercisable rights of Common Share-equivalent interest in the Company immediately prior to any such issuance of New Securities; provided, that, except in the case of any transfer of Common Shares to an Affiliate of the Focus Investor, who will from that date forward assume jointly with the Focus Investor all obligations under the Transaction Documents, such right to acquire such securities is not transferable. The amount of New Securities that the Focus Investor shall be entitled to purchase in the aggregate shall be determined by multiplying (x) the total number or principal amount of such offered New Securities by (y) a fraction, the numerator of which is the number of Purchased Shares held by the Focus Investor, and the denominator of which is the number of Common Shares outstanding immediately prior to the issuance of such New Securities.

  • Method of Exercise; Payment; Issuance of New Warrant Subject to Section 1 hereof, the purchase right represented by this Warrant may be exercised by the holder hereof, in whole or in part and from time to time, at the election of the holder hereof, by (a) the surrender of this Warrant (with the notice of exercise substantially in the form attached hereto as Exhibit A-1 duly completed and executed) at the principal office of the Company and by the payment to the Company, by certified or bank check, or by wire transfer to an account designated by the Company (a "Wire Transfer") of an amount equal to the then applicable Warrant Price multiplied by the number of Shares then being purchased; or (b) exercise of the "net issuance" right provided for in Section 10.2 hereof. The person or persons in whose name(s) any certificate(s) representing the Shares shall be issuable upon exercise of this Warrant shall be deemed to have become the holder(s) of record of, and shall be treated for all purposes as the record holder(s) of, the shares represented thereby (and such shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of stock so purchased shall be delivered to the holder hereof as soon as possible and in any event within thirty (30) days after such exercise and, unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the holder hereof as soon as possible and in any event within such thirty-day period; provided, however, if requested by the holder of this Warrant, the Company shall cause its transfer agent to deliver the certificate representing Shares issued upon exercise of this Warrant to a broker or other person (as directed by the holder exercising this Warrant) within the time period required to settle any trade made by the holder after exercise of this Warrant.

  • Grant of Stock Options This non-qualified Stock Option is granted under and pursuant to the Plan and is subject to each and all of the provisions thereof.

  • Exercise of Nonqualified Stock Option If the Option does not ------------------------------------- qualify as an ISO, there may be a regular federal and California income tax liability upon the exercise of the Option. Participant will be treated as having received compensation income (taxable at ordinary income tax rates) equal to the excess, if any, of the Fair Market Value of the Shares on the date of exercise over the Exercise Price. If Participant is a current or former employee of the Company, the Company may be required to withhold from Participant's compensation or collect from Participant and pay to the applicable taxing authorities an amount equal to a percentage of this compensation income at the time of exercise.

  • Issuance of New Note Upon any partial conversion of this Note, a new Note containing the same date and provisions of this Note shall, at the request of the Holder, be issued by the Borrower to the Holder for the principal balance of this Note and interest which shall not have been converted or paid. The Borrower will pay no costs, fees or any other consideration to the Holder for the production and issuance of a new Note.

  • Issuance of New Rights Certificates Notwithstanding any of the provisions of this Agreement or of the Rights to the contrary, the Company may, at its option, issue new Rights Certificates evidencing Rights in such form as may be approved by the Board of Directors to reflect any adjustment or change in the Purchase Price and the number or kind or class of shares or other securities or property purchasable under the Rights Certificates made in accordance with the provisions of this Agreement. In addition, in connection with the issuance or sale of shares of Common Stock following the Distribution Date and prior to the redemption or expiration of the Rights, the Company (a) shall, with respect to shares of Common Stock so issued or sold pursuant to the exercise of stock options or under any employee plan or arrangement, granted or awarded as of the Distribution Date, or upon the exercise, conversion or exchange of securities hereinafter issued by the Company, and (b) may, in any other case, if deemed necessary or appropriate by the Board of Directors of the Company, issue Rights Certificates representing the appropriate number of Rights in connection with such issuance or sale; provided, however, that (i) no such Rights Certificate shall be issued if, and to the extent that, the Company shall be advised by counsel that such issuance would create a significant risk of material adverse tax consequences to the Company or the Person to whom such Rights Certificate would be issued, and (ii) no such Rights Certificate shall be issued if, and to the extent that, appropriate adjustment shall otherwise have been made in lieu of the issuance thereof.

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