IN OPTIONS. Except as otherwise provided in Section 10(f) or in the Grant Letter, the Option becomes vested as to 1/3 of the shares purchasable pursuant to the Option on the first anniversary of the Date of Grant (the first "Anniversary Date"), if the Optionee has been providing services to the Corporation or any of its Affiliates continuously from the Date of Grant to the Anniversary Date. Thereafter, so long as continuous service has not been interrupted, the Option becomes vested as to an additional 1/3 of the shares subject to the Option after each of the next two Anniversary Dates, except as otherwise provided in Section 10(f) or in the Grant Letter. Service for this purpose includes service as an employee, director, advisor or consultant providing bona fide services to the Corporation or any of its Affiliates. For purposes of this Stock Option Agreement, termination of service would not be deemed to occur if the Optionee, after terminating service in one capacity, continues to provide service to the Corporation or any of its Affiliates in another capacity. Termination of service is sometimes also referred to herein as termination of employment or other relationship with the Corporation or any of its Affiliates. The foregoing provisions are subject to any modifications set forth in the Grant Letter.
IN OPTIONS. (a) Vesting Schedule
IN OPTIONS. The Option will vest as follows: [vesting schedule of option tendered for exchange and replaced by the Option].
IN OPTIONS. The Option becomes vested as to fifty percent (50%) of the shares purchasable pursuant to the Option upon the achievement of fifty percent (50 %) growth on 2011 Proforma Earnings Per Share (based on a trailing twelve month period) if the Optionee has been providing Services (as defined below) to the Company or any of its Affiliates or Service Providers continuously from the Grant Date. “Proforma Earnings Per Share” is net income before taxes and income from discontinued operations and does not include restructuring costs, acquisition-related adjustments, non-cash stock compensation expense or the amortization of intangible assets and is based on weighted average common and common equivalent Shares outstanding and also includes a normalized tax rate of 40%. The Option becomes vested as to the remaining fifty percent (50%) of the shares purchasable pursuant to the Option upon the achievement of fifty percent (50 %) growth on 2011 Proforma EBITDA (based on a trailing twelve month period) if the Optionee has been providing Services (as defined below) to the Company or any of its Affiliates or Service Providers continuously from the Grant Date. For purposes of this Stock Option Agreement, “Adjusted EBITDA” is defined as income before taxes, interest, depreciation and amortization of intangible assets, and does not include income from discontinued operations, restructuring costs, acquisition-related adjustments or non-cash compensation expense. However, the Board of Directors, acting on its own behalf or through its Compensation Committee to whom it has delegated the authority to administer the Plan, retains the right not to include the impact of certain events in the calculation of Proforma Earnings Per Share and/or Proforma EBITDA when, in the opinion of the Board of Directors or the Compensation Committee, the inclusion of this impact would not accurately reflect the operating performance of the Company. Service (“Service”) for this purpose includes service as an employee, director, advisor or consultant providing bona fide services to the Company or any of its Affiliates or Service Providers. For purposes of this Stock Option Agreement, termination of Service would not be deemed to occur if the Optionee, after terminating Service in one capacity, continues to provide Service to the Company or any of its Affiliates or Service Providers in another capacity. Termination of Service is sometimes also referred to herein as termination of employment or other relati...
IN OPTIONS. The Option becomes vested as to 50 percent of the shares purchasable pursuant to the Option on (the second "Anniversary Date"), if the Optionee has been providing services to the Corporation or any of its Affiliates continuously from the date of grant to the Anniversary Date. Thereafter, so long as continuous service has not been interrupted, the Option becomes vested as to an additional 25 percent of the shares subject to the Option after each of the next two Anniversary Dates. Service for this purpose includes service as an employee, director, advisor or consultant providing bona fide services to the Corporation or any of its Affiliates. For purposes of this Stock Option Agreement, termination of service would not be deemed to occur if the Optionee, after terminating service in one capacity, continues to provide service to the Corporation or any of its Affiliates in another capacity. Termination of service is sometimes also referred to herein as termination of employment or other relationship with the Corporation or any of its Affiliates.
IN OPTIONS. The Option becomes vested as to twenty percent of the shares purchasable pursuant to the Option on _____________ (the first "Anniversary Date"), if the Optionee has been providing services to the Company or any of its affiliates continuously from the date of grant to the Anniversary Date. Thereafter, so long as the Optionee's service has not been interrupted, the Option becomes vested as to an additional twenty percent of the shares subject to the Option after each of the next four Anniversary Dates. Service for this purpose includes service as an employee, director, advisor or consultant providing bona fide services to the Company or any of its affiliates. For purposes of this Stock Option Agreement, termination of service would not be deemed to occur if the Optionee, after terminating service in one capacity, continues to provide service to the Company or any of its affiliates in another capacity. Termination of service is sometimes also referred to herein as termination of employment or other relationship with the Company or any of its affiliates.
IN OPTIONS. [Vesting period and other vesting provisions are determined on a grant-by-grant basis.]
IN OPTIONS. In lieu of the remaining $100,000 being paid in cash, the Executive will be granted the number of options equal to the result derived by dividing $100,000 by the share price at closing of the 2001 Private Placement overseen by Murphy & Durieu "Private Placxxxxx"; this $100,000 represents the Executive's deferred signing bonus of $25,000 for 2001 that has not been paid, plus $75,000 for the Executive's 2001 annual bonus for meeting performance objectives in 2001, calculated as 50% of the Executive's 2001 annual base salary of $150,000. These options will vest over two years; 50% on the date of this Agreement, 25% on the first anniversary of this Agreement and 25% on the second anniversary of this Agreement according to the terms of the RateXchange 2001 Stock Option and Incentive Plan.
IN OPTIONS. Optionee has exercised this Option as to all Shares which became vested prior to January 31, 1998. The Option became vested as an additional 25% of the shares of Stock purchasable pursuant to the Option (i.e. 35,417 shares of Stock) as of January 31, 1998 provided, however, that the Option may be exercised as to the 35,417 shares of Stock which vested as of January 31, 1998 only between June 5, 1998 and December 5, 1998. Optionee's continuous employment terminated as of January 31, 1998 and Optionee will not be vested as to any additional shares of Stock subject to the Option.
IN OPTIONS. The Option became vested as to 25% of the shares of Stock purchasable pursuant to the Option on the first anniversary of the date of grant of the Option (the "Anniversary Date"). Optionee's continuous employment terminated as of January 31, 1998 and Optionee will not be vested as to any additional shares of Stock subject to the Option.
