Inducement Grants Sample Clauses

Inducement Grants. To induce the Executive to commence employment with the Company as of the Start Date, the Company shall grant the Executive, effective as of the Start Date: (i) an Option on the terms and conditions set forth in the Non-Qualified Stock Option Agreement; and (ii) Restricted Stock on the terms and conditions set forth in the Restricted Share Award Agreement.
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Inducement Grants. On the Effective Date, as an inducement for Employee’s employment, the Company will grant Employee an option to purchase 282,840 shares of Common Stock, which option shall be granted under the Company’s Inducement Award Stock Option Plan (or a successor plan, if any) (the “Inducement Plan”) and shall be subject to the terms and conditions set forth in this Agreement, the Inducement Plan and a stock option agreement to be entered by the Company and the Employee to evidence such grant, the form of which has been made available to Employee prior to the Effective Date (the “Option Agreement” and such grant the “Option Award”). In the event of a conflict between the Option Agreement or the Inducement Plan, on the one hand, and this Agreement, on the other hand, with respect to the Option Award or any of the terms and conditions thereof, this Agreement shall control. The option subject to the Option Award shall have a term of ten (10) years from the date of grant and an exercise price equal to the closing trading price of the Common Stock on the Effective Date (or the prior closing price if the Effective Date is on a day that the trading markets are not open). The Option Award will be subject to vesting as follows: (i) 1/4 of the Option Award will vest on the Effective Date, and (ii) the balance of the Option Award will vest monthly over the following thirty six (36) months; provided, however, that Employee must remain continuously employed through the applicable vesting dates, and the Option Award shall be subject to accelerated vesting under certain circumstances in accordance with the provisions of Section 7 hereof. The Option Award shall be subject to the terms set forth in the Option Agreement, the terms of the Inducement Plan, this Section 4(d), Section 7 hereof, and any other restrictions and limitations generally applicable to Common Stock of the Company or equity awards held by similarly situated Company executives that are imposed by law. Upon the occurrence of a Dilutive Event, the Option Shares will be increased by such number as required to make the percentage that the Option Shares (after giving effect to such increase) represent of the Post-Dilutive Event Common Shares equal to the percentage that the number of Option Shares immediately prior to the Dilutive Event represent of the Pre-Dilutive Event Common Shares. In addition, the Option Shares may be increased by the Option Award Adjustment, if applicable, in connection with a Change of Control t...
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Inducement Grants. At the Closing, Parent agrees to issue a total of 2,150,538 shares of restricted common stock or restricted stock units of Parent as inducement grants (the “Employee Inducement Grants”) pursuant to a Plan which Parent will establish prior to the Closing in substantially the form attached hereto as Exhibit I-1 (the “Inducement Grant Plan”). Pursuant to the Inducement Grant Plan, Inducement Grants shall be issued to those employees who shall be listed on a Schedule 5.5 and agreed upon by the Company and the Parent within 10 Business Days after the date hereof which Grants shall be made pursuant to inducement grant agreements in substantially the form attached hereto as Exhibit I-2. Following the Closing, Parent shall promptly register the shares of Parent Common Stock underlying the Employee Inducement Grants on Form S-8.
Sample 1
Inducement Grants. To induce Executive to accept this offer and to provide her with an immediate stake in the success of the Company, Executive will be granted the following awards under the LTIP upon commencement of her employment: (a) Stock options with a grant date fair value equal to $300,000, subject to time-based vesting in equal annual installments over four years. (b) Performance-vested RSUs (“PRSUs”) with a grant date fair value equal to $300,000. Actual range of payout will be 0 to 150% of target number of shares, based on TSR performance of the Company relative to the Xxxxxxx 3000 Index for the three year period beginning January 1, 2013 and subject to continued employment through the end of that performance period.
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Inducement Grants. As an inducement to entering into this Agreement, Executive shall receive a grant of restricted stock and stock options on the Effective Date, as follows: (i) Executive shall be entitled to receive 600,000 shares of restricted stock pursuant to the Company's 1993 Nonstatutory Stock Incentive Plan and/or the Company's 2000 Nonstatutory Equity Incentive Plan, such grant of restricted shares to vest over three (3) years, with 33 1/3% of the shares vesting at the end of each full year of Executive's employment over the three-year period measured from the Effective Date, and be subject to such other terms and conditions as shall be documented in a restricted stock agreement, substantially in the form attached hereto as Exhibit A, which Executive shall execute and deliver to the Company concurrently with the grant of such shares; and (ii) Executive shall receive a grant of 3,000,000 options for Company common stock pursuant to the Company's 2000 Nonstatutory Equity Incentive Plan, such option grant to have an exercise price equal to the average of the high and low prices (as published by the NYSE) of Company stock on the date of grant, and to vest over four years, with 25% of the options vesting at the end of Executive's first full year of employment measured from the Effective Date and the remainder vesting over the next 36 months in equal amounts each month, and be subject to such other terms and conditions as shall be documented in the option grant agreement, which shall be in the Company's customary form to be executed and delivered by Executive concurrently with such grant.
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Inducement Grants. As special inducement to join the Company, and in additional to any regular equity grants:
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Inducement Grants. (i) On or as soon as administratively practicable after the Effective Date, the Company shall grant to Executive an additional award of RSUs with an aggregate value of $4,350,000 (“Inducement RSUs”), vesting subject to Executive’s continued employment with the Company in three substantially equal annual installments on the first, second and third anniversaries of the grant date. The number of shares of Stock underlying such award shall be determined based on the closing price of the Stock on the Effective Date, and the award shall be subject to the vesting, settlement and other terms and conditions as set forth in the award agreement, consistent with the terms generally applicable to RSUs granted in respect of fiscal year 2020 to other senior executive officers of the Company. Notwithstanding the foregoing, in the event of a Qualifying Termination or termination of Executive’s employment due to death or Disability (as defined in Section 5(b) below), all unvested Inducement RSUs shall immediately vest on the termination date.
Sample 1
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Inducement Grants. On October 5, 2011 (the “Initial Grant Date”), the Company granted to the Executive (i) an option to purchase 62,500 shares of the Company’s common stock, par value $.01 (the “Common Stock”) pursuant to the Company’s 2010 Equity Participation Plan (the “Plan”) with a per share exercise price of $5.77 (the “Initial Option”) and (ii) 25,000 restricted shares of Common Stock pursuant to the Plan (the “Initial Restricted Stock”). The Initial Option and Initial Restricted Stock shall vest and, in the case of the Initial Option, become exercisable with respect to one-third of the shares subject thereto on each of the first three (3) anniversaries of the Initial Grant Date; provided that the Executive remains in continuous employment or other service with the Company through each applicable vesting date.
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Inducement Grants 
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Related to Inducement Grants

  • Employees and Consultants Pubco does not have any employees or consultants, except as disclosed in the Pubco SEC Documents.

  • Obligations to Third Parties Each party warrants and represents that this Agreement does not conflict with any contractual obligations, expressed or implied, undertaken with any Third Party.

  • Consent and Waiver by Third Parties The Indemnitee hereby represents and warrants that he or she has obtained all waivers and/or consents from third parties which are necessary for his or her employment with the Company on the terms and conditions set forth herein and to execute and perform this Agreement without being in conflict with any other agreement, obligation or understanding with any such third party. The Indemnitee represents that he or she is not bound by any agreement or any other existing or previous business relationship which conflicts with, or may conflict with, the performance of his or her obligations hereunder or prevent the full performance of his or her duties and obligations hereunder.

  • No Obligations to Third Parties Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, nor obligate any of the parties hereto, to any person or entity other than the parties hereto.

  • Conditions to All Parties’ Obligations Notwithstanding any other provision of this Agreement to the contrary, the obligations of each of the parties to this Agreement to consummate the transactions described herein shall be conditioned upon the satisfaction of each of the following conditions precedent on or prior to the Closing Date:

  • Non-Solicitation of Employees and Consultants During the Period of Employment and for a period of twenty-four (24) months after the Severance Date, the Executive will not directly or indirectly through any other Person (i) induce or attempt to induce any employee or independent contractor of the Company or any Affiliate of the Company to leave the employ or service, as applicable, of the Company or such Affiliate, or in any way interfere with the relationship between the Company or any such Affiliate, on the one hand, and any employee or independent contractor thereof, on the other hand, or (ii) hire any person who was an employee of the Company or any Affiliate of the Company until twelve (12) months after such individual’s employment relationship with the Company or such Affiliate has been terminated.

  • Performance by Affiliates Each Party may discharge any obligations and exercise any right hereunder through any of its Affiliates. Each Party hereby guarantees the performance by its Affiliates of such Party’s obligations under this Agreement, and shall cause its Affiliates to comply with the provisions of this Agreement in connection with such performance. Any breach by a Party’s Affiliate of any of such Party’s obligations under this Agreement shall be deemed a breach by such Party, and the other Party may proceed directly against such Party without any obligation to first proceed against such Party’s Affiliate.

  • Agreements and Conditions On or before the Closing Date, Seller shall have complied with and duly performed and satisfied in all material respects all agreements and conditions on its part to be complied with and performed by such date pursuant to this Agreement.

  • Acknowledgments, Waivers and Consents (a) Each Grantor acknowledges and agrees that the obligations undertaken by it under this Agreement involve the guarantee and the provision of collateral security for the obligations of Persons other than such Grantor and that such Grantor’s guarantee and provision of collateral security for the Obligations are absolute, irrevocable and unconditional under any and all circumstances. In full recognition and furtherance of the foregoing, each Grantor understands and agrees, to the fullest extent permitted under applicable law and except as may otherwise be expressly and specifically provided in the Loan Documents, that each Grantor shall remain obligated hereunder (including, without limitation, with respect to the guarantee made such Grantor hereby and the collateral security provided by such Grantor herein) and the enforceability and effectiveness of this Agreement and the liability of such Grantor, and the rights, remedies, powers and privileges of the Administrative Agent and the other Secured Parties under this Agreement and the other Loan Documents shall not be affected, limited, reduced, discharged or terminated in any way:

  • No Obligation to Third Parties The execution and delivery of this Agreement shall not be deemed to confer any rights upon, nor obligate either of the parties hereto to, any person or entity not a party to this Agreement.

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