Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement. (b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”). (c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below. (d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 % (e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof. (f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment. (g) The Option granted hereunder is designated as a Non-Qualified Stock Option. (h) The Company shall not be required to issue any fractional Option Shares.
Appears in 2 contracts
Samples: Separation Agreement (Career Education Corp), Employment Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 55,350 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”).
(c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 50 % , 2009 50 % , 2010 75 % , 2011 100 %
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof.
(f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 2 contracts
Samples: Separation Agreement (Career Education Corp), Employment Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 114,050 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”).
(c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 %
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof.
(f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 2 contracts
Samples: Separation Agreement (Career Education Corp), Employment Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, Participant the right and option (the “"Option”") to purchase 33,150 ________ shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $________ per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ $________ (“"Aggregate Option Price”").
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) The Unvested options shall be forfeited at termination of Participant's Directorship for any reason. Subject to Section 3 below, the percentage of Options which are exercisable vested and which will shall not be forfeited upon a at Termination of Employment (unless such termination is for Cause) Participant's Directorship shall be determined in accordance with the following schedule: , 2008 25 Cumulative Percentage of Date Option Shares Vested -------------------------------------------------------------------------------- Grant Date 33-1/3% , 2009 50 1st Anniversary of Grant Date 66-2/3% , 2010 75 % , 2011 100 2nd Anniversary of Grant Date 100%
(e) Notwithstanding Subject to Section 2(f) and Section 3 below, any portion of the foregoing Option which, as of the date of Termination of Participant's Directorship, has vested pursuant to Section 2(d), all Options ) but which has not been exercised by Participant as of that same date shall be 100% exercisable in terminate upon the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice first anniversary of the Company’s intent not to extend the term termination of the Employment Agreement as described in Section 3.1 thereofParticipant's Directorship.
(f) Any portion Notwithstanding Section 2(e), if Participant's Directorship is terminated due to Participant's death or Disability, Participant's vested but unexercised and unexpired Option shall continue for the period of ninety (90) days immediately following the date on which the Participant ceases to be a Director or until the expiration of the Option which Period whichever period is not exercisableshorter, pursuant to Section 2(d) or 2(e), as of a and the Participant’s Termination of Employment is canceled simultaneously with 's death at any time following the date of such Termination of Employmenton which the Participant ceases to be a Director due to Disability shall not affect the foregoing.
(g) The Option granted hereunder is is, to the extent permitted by law, designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Non Employee Director's Stock Option Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 [ ] shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $10 per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$____________.
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) Subject to Sections 2(e) and 2(f) below, unvested Option Shares shall be forfeited at Termination of Employment for any reason. The percentage of Options Option Shares which are exercisable vested and which will not be forfeited upon a at Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 Cumulative Number Date of Option Shares Vested ----------------------------------------------------------------------- On Grant Date [10%] First Anniversary of Grant Date [32.5%] Second Anniversary of Grant Date [55%] Third Anniversary of Grant Date [77.5%] Fourth Anniversary of Grant Date [100%] ======= Total Number of Option Shares [100%]
(e) Notwithstanding the foregoing Section 2(d), all Options Option Shares shall be 100% exercisable in the event of vested on a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofControl.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is Employment, shall be canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is is, to the extent permitted by law, designated as a Non-Qualified Incentive Stock Option, as such term is defined in Section 422 of the Internal Revenue Code.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Payment of Salary in the Form of Den Equity (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for servicessalary, the right and option (the “"Option”") to purchase 33,150 [ ] shares of the common stock, par value $.01 per share (the "Common Stock Stock"), of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $2.50 per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$[ ].
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable Subject to Sections 2(e) and which will not 2(f) below, unvested options shall be forfeited upon a at Termination of Employment (unless such termination is for Cause) any reason. Option Shares shall be determined in accordance with vest pro-rata on a daily basis from the following schedule: Grant Date through April __, 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 %1999.
(e) Notwithstanding the foregoing Section 2(d), (i) all Options Option Shares shall be 100% vested upon a Change in Control, and (ii) all Option Shares that would have otherwise been vested at the end of the employment term shall immediately become vested and exercisable in the event that Participant's employment is terminated under his or her respective employment agreement with the Company or an Affiliate, as applicable, pursuant to a termination without cause provision or as a result of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination material uncured breach thereof by the Company without Cause (or an Affiliate, as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofapplicable.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is shall be canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Payment of Salary in the Form of Den Equity (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 _____ shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $10 per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$_________.
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) Subject to Sections 2(e) and 2(f) below, unvested options shall be forfeited at Termination of Employment for any reason. The percentage of Options which are exercisable vested and which will not be forfeited upon a at Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 Cumulative Number of Date Option Shares Vested ---- -------------------- On Grant Date [10%] First Anniversary of Grant Date [32.5%] Second Anniversary of Grant Date [55%] Third Anniversary of Grant Date [77.5%] Fourth Anniversary of Grant Date [100.0%] ======== Total Number of Option Shares [100%]
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of vested upon a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofControl.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is shall be canceled simultaneously with the date of such Termination of Employment; provided, however, if Participant's Termination of Employment is due to any reason other than quit, expiration of his employment agreement with the Company, death, Disability or Cause, the Option shall automatically become fully vested upon the date of such termination.
(g) The Option granted hereunder is designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Termination of Anti Dilution Rights (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 ________ shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $________ per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ $________ (“"Aggregate Option Price”").
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) Subject to Sections 2(e) and 2(f) below, unvested options shall be forfeited at termination of employment for any reason. The percentage of Options which are exercisable vested and which will not be forfeited upon a Termination at termination of Employment employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 Cumulative Percentage of Date Option Shares Vested -------------------------------------------------------------------- _____ Anniversary _____% , 2009 50 _____ Anniversary _____% , 2010 75 _____ Anniversary _____% , 2011 100 _____ Anniversary _____%
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in vested if any of the event of following events occur:
(i) a Change in Control Control, or
(ii) a Participant's Termination of Employment for any reason other than a voluntary resignation or quit by the Participant or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofCause.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or or 2(e), as of a Participant’s 's Termination of Employment is canceled cancelled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 ________ shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $________ per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ $________ (“"Aggregate Option Price”").
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) Subject to Sections 2(e) and 2(f) below, unvested options shall be forfeited at termination of employment for any reason. The percentage of Options which are exercisable vested and which will not be forfeited upon a Termination at termination of Employment employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 Cumulative Percentage of Date Option Shares Vested --------------------------------------------------------------------------- _____ Anniversary _____% , 2009 50 _____ Anniversary _____% , 2010 75 _____ Anniversary _____% , 2011 100 _____ Anniversary _____%
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in vested if any of the event of following events occur:
(i) a Change in Control or Control, or
(ii) a Participant's Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) for any reason other than a termination voluntary resignation or quit by the Participant or Termination for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofCause.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is canceled cancelled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is is, to the extent permitted by law, designated as a Non-Qualified an Incentive Stock Option, as such term is defined in Section 422 of the Internal Revenue Code.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Career Education Corp)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 75,843 shares of the common stock, par value $.01 per share (the "Common Stock Stock"), of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $10 per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$758,430.
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) Subject to Sections 2(e) and 2(f) below, unvested Option Shares shall be forfeited at Termination of Employment for any reason. The percentage of Options Option Shares which are exercisable vested and which will not be forfeited upon a at Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: Cumulative Number of Date Option Shares Vested ---- -------------------- On Grant Date 7,584 July 2, 2008 25 % 2000 30,337 July 2, 2009 50 % 2001 53,090 June 30, 2010 75 % , 2011 100 %2002 75,843 ====== Total Number of Option Shares 75,843
(e) Notwithstanding the foregoing Section 2(d), (i) all Options Option Shares shall be 100% vested upon a Change in Control, and (ii) all Option Shares that would have otherwise been vested at the end of the employment term shall immediately become vested and exercisable in the event that Participant's employment is terminated under his or her respective employment agreement with the Company or an Affiliate, as applicable, pursuant to a termination without cause provision or as a result of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination material uncured breach thereof by the Company without Cause (or an Affiliate, as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofapplicable.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is shall be canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 114,050 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”).
(c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: Date Cumulative Percentage of Option Shares Exercisable , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 %
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof.
(f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Separation Agreement
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”).
(c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: Date Cumulative Percentage of Option Shares Exercisable , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 %
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof.
(f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Separation Agreement
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 42,793 shares of the common stock, par value $.01 per share (the "Common Stock Stock"), of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $10 per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$427,930.
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) Subject to Sections 2(e) and 2(f) below, unvested Option Shares shall be forfeited at Termination of Employment for any reason. The percentage of Options Option Shares which are exercisable vested and which will not be forfeited upon a at Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: Cumulative Number of Date Option Shares Vested ---- -------------------- On Grant Date 4,279 August 4, 2008 25 % 1999 13,908 August 4, 2009 50 % 2000 23,536 August 4, 2010 75 % 2001 33,164 August 4, 2011 100 %2002 42,793 ====== Total Number of Option Shares 42,793
(e) Notwithstanding the foregoing Section 2(d), (i) all Options Option Shares shall be 100% vested upon a Change in Control, and (ii) all Option Shares would have otherwise been vested at the end of the employment term shall immediately become vested and exercisable in the event that Participant's employment is terminated under his or her respective employment agreement with the Company or an Affiliate, as applicable, pursuant to a termination without cause provision or as a result of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination material uncured breach thereof by the Company without Cause (or an Affiliate, as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofapplicable.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is shall be canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “"Option”") to purchase 33,150 _____ shares of the Common Stock of the Company (“"Option Shares”") on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ $__ per share (the “"Option Price”"). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”)$_________.
(c) The term of this Option shall commence on be a period of ten (10) years from the Grant Date and end on , 2017 (the “"Option Period”"). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the earlier of (i) the date the Option becomes exercisable pursuant is vested or (ii) immediately prior to Section 2(d) or 2(e) belowa Change in Control.
(d) Subject to Sections 2(e) and 2(f) below, unvested options shall be forfeited at Termination of Employment for any reason. The percentage of Options which are exercisable vested and which will not be forfeited upon a at Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: , 2008 25 % , 2009 50 % , 2010 75 % , 2011 100 Cumulative Number of Date Option Shares Vested ---------------------------------------------------------------------------- On Grant Date [10%] First Anniversary of Grant Date [32.5%] Second Anniversary of Grant Date [55%] Third Anniversary of Grant Date [77.5%] Fourth Anniversary of Grant Date [100.0%] ======== Total Number of Option Shares [100%]
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of vested upon a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereofControl.
(f) Any portion of the Option which is not exercisablevested, pursuant to Section 2(d) or 2(e), as of a Participant’s 's Termination of Employment is shall be canceled simultaneously with the date of such Termination of Employment; provided, however, if Participant's Termination of Employment is due to any reason other than voluntary termination by Participant (other than as a result of a material and uncured breach (after giving effect to applicable notice and cure periods) by Company of his employment agreement with Company), expiration of his employment agreement with the Company, death, Disability or Cause, the Option shall automatically become fully vested upon the date of such termination.
(g) The Option granted hereunder is designated as a Nonnon-Qualified Stock Optionqualified stock option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Executive Employment Agreement (Digital Entertainment Network Inc)
Grant of Option, Option Price and Term. (a) The Company hereby grants to the Participant, as a matter of separate agreement and not in lieu of salary or any other compensation for services, the right and option (the “Option”) to purchase 33,150 55,350 shares of the Common Stock of the Company (“Option Shares”) on the terms and conditions herein set forth. Participant shall have all the rights and obligations as provided for in this Agreement.
(b) For each of the Option Shares purchased, the Participant shall pay to the Company $ per share (the “Option Price”). Accordingly, the aggregate Option Price to exercise all of the Option is $ (“Aggregate Option Price”).
(c) The term of this Option shall commence on the Grant Date and end on , 2017 (the “Option Period”). The termination of the Option Period shall result in the termination and cancellation of the Option. In no event shall the Option be exercisable for any period greater than the Option Period. During the Option Period, the Option shall be exercisable in accordance with the determination of the Committee, but in no event later than the date the Option becomes exercisable pursuant to Section 2(d) or 2(e) below.
(d) The percentage of Options which are exercisable and which will not be forfeited upon a Termination of Employment (unless such termination is for Cause) shall be determined in accordance with the following schedule: Date Cumulative Percentage of Option Shares Exercisable , 2008 25 50 % , 2009 50 % , 2010 75 % , 2011 100 %
(e) Notwithstanding the foregoing Section 2(d), all Options shall be 100% exercisable in the event of a Change in Control or a Termination of Employment due to (i) death, (ii) Disability (as defined in the Employment Agreement), (iii) a termination by the Participant for Good Reason (as defined in the Employment Agreement), (iv) a termination by the Company without Cause (as defined in the Employment Agreement) or (v) a termination by the Company by providing the Executive written notice of the Company’s intent not to extend the term of the Employment Agreement as described in Section 3.1 thereof.
(f) Any portion of the Option which is not exercisable, pursuant to Section 2(d) or 2(e), as of a Participant’s Termination of Employment is canceled simultaneously with the date of such Termination of Employment.
(g) The Option granted hereunder is designated as a Non-Qualified Stock Option.
(h) The Company shall not be required to issue any fractional Option Shares.
Appears in 1 contract
Samples: Separation Agreement