Common use of Initial Award Clause in Contracts

Initial Award. Subject to the Board's adoption of the Plan, which shall be substantially similar to Draft Stock Incentive Plan that is attached hereto as Schedule C, the Executive shall be eligible to participate in the Plan. Conditioned upon the Board's approval and in accordance with the terms and conditions of the Plan, effective on the Commencement Date the Executive shall be granted an Option(s) to purchase a number of shares of Elastic common stock that is equal to One Percent (1%) of the sum of the number of shares of Elastic common and preferred stock issued and outstanding on the grant date plus the number of shares of Elastic common stock authorized for grant under the Plan, with an exercise price to be determined by the Board. The vesting, rights and obligations with respect to such Option(s) shall be determined by the Board in accordance with the Plan and shall be set forth in appropriate option agreements which shall be substantially similar to the Draft Incentive Stock Option Agreement and Draft NonStatutory Stock Option Agreement attached hereto as Schedules D and E, respectively. Notwithstanding anything in the preceding sentence to the contrary, the outstanding Option(s) granted to the Executive pursuant to this Section 5(a) shall (i) upon the occurence of an Acquisition Event, be assumed or an equivalent option or award substituted by the successor corporation or a parent or subsidiary of the successor corporation, provided that any such Options substituted for Incentive Stock Options shall satisfy, in the determination of the Board, the requirements of Section 424(a) of the Code, unless the successor corporation refuses to assume or substitute for the Options(s), in which case the Executive shall have the right to exercise the Option(s) in full, including with respect to shares of Common Stock as to which it would not otherwise be exercisable, and such Options(s) shall be exercisable for a period of not less than forty-five (45) days from the date on which the Board gives the executive written notice that such Option(s) are fully exercisable and shall terminate upon the expiration of such period; and (ii) upon Elastic's termination of the Executive's employment without Cause, as provided in Section 8(a)(2) hereof, or the Executive's termination of his employment for Good Reason, as provided in Section 8(b)(2) hereof, be immediately exercisable in full.

Appears in 2 contracts

Samples: Employment Agreement (Elastic Networks Inc), Employment Agreement (Elastic Networks Inc)

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Initial Award. Subject to the Board's adoption of the Plan, which shall be substantially similar to Draft Stock Incentive Plan that is attached hereto as Schedule C, the Executive shall be eligible to participate in the Plan. Conditioned upon the Board's approval and in accordance with the terms and conditions of the Plan, effective on the Commencement Date the Executive shall be granted an Option(s) to purchase a number of shares of Elastic common stock that is equal to One and a Half Percent (11.5%) of the sum of the number of shares of Elastic common and preferred stock issued and outstanding on the grant date plus the number of shares of Elastic common stock authorized for grant under the Plan, with an exercise price to be determined by the Board. The vesting, rights and obligations with respect to such Option(s) shall be determined by the Board in accordance with the Plan and shall be set forth in appropriate option agreements which shall be substantially similar to the Draft Incentive Stock Option Agreement and Draft NonStatutory Stock Option Agreement attached hereto as Schedules D and E, respectively. Notwithstanding anything in the preceding sentence to the contrary, the outstanding Option(s) granted to the Executive pursuant to this Section 5(a) shall (i) upon the occurence occurrence of an Acquisition Event, be assumed or an equivalent option or award substituted by the successor corporation or a parent or subsidiary of the successor corporation, provided that any such Options substituted for Incentive Stock Options shall satisfy, in the determination of the Board, the requirements of Section 424(a) of the Code, unless the successor corporation refuses to assume or substitute for the Options(sOption(s), in which case the Executive shall have the right to exercise the Option(s) in full, including with respect to shares of Common Stock as to which it would not otherwise be exercisable, and such Options(sOption(s) shall be exercisable for a period of not less than forty-five (45) days from the date on which the Board gives the executive Executive written notice that such Option(s) are fully exercisable and shall terminate upon the expiration of such period; and (ii) upon Elastic's termination of the Executive's employment without Cause, as provided in Section 8(a)(2) hereof, or the Executive's termination of his this employment for Good Reason, as provided in Section 8(b)(2) hereof, be immediately exercisable in full.

Appears in 2 contracts

Samples: Employment Agreement (Elastic Networks Inc), Employment Agreement (Elastic Networks Inc)

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Initial Award. Subject to the Board's adoption of the Plan, which shall be substantially similar to Draft Stock Incentive Plan that is attached hereto as Schedule C, the Executive shall be eligible to participate in the Plan. Conditioned upon the Board's approval and in accordance with the terms and conditions of the Plan, effective on the Commencement Date the Executive shall be granted an Option(s) to purchase a number of shares of Elastic common stock that is equal to One Five Percent (15%) of the sum of the number of shares of Elastic common and preferred stock issued and outstanding on the grant date plus the number of shares of Elastic common stock authorized for grant under the Plan, with an exercise price to be determined by the Board. The vesting, rights and obligations with respect to such Option(s) shall be determined by the Board in accordance with the Plan and shall be set forth in appropriate option agreements which shall be substantially similar to the Draft Incentive Stock Option Agreement and Draft NonStatutory Stock Option Agreement attached hereto as Schedules D and E, respectively. Notwithstanding anything in the preceding sentence to the contrary, the outstanding Option(s) granted to the Executive pursuant to this Section 5(a) shall (i) upon the occurence occurrence of an Acquisition Event, be assumed or an equivalent option or award substituted by the successor corporation or a parent or subsidiary of the successor corporation, provided that any such Options substituted for Incentive Stock Options shall satisfy, in the determination of the Board, the requirements of Section 424(a) of the Code, unless the successor corporation refuses to assume or substitute for the Options(sOption(s), in which case the Executive shall have the right to exercise the Option(s) in full, including with respect to shares of Common Stock as to which it would not otherwise be exercisable, and such Options(sOption(s) shall be exercisable for a period of not less than forty-five (45) days from the date on which the Board gives the executive Executive written notice that such Option(s) are fully exercisable and shall terminate upon the expiration of such period; and (ii) upon Elastic's termination of the Executive's employment without Cause, as provided in Section 8(a)(2) hereof, or the Executive's termination of his employment for Good Reason, as provided in Section 8(b)(2) hereof, be immediately exercisable in full.

Appears in 2 contracts

Samples: Employment Agreement (Elastic Networks Inc), Employment Agreement (Elastic Networks Inc)

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