Common use of Intra-Family Transfers Clause in Contracts

Intra-Family Transfers. Notwithstanding anything to the contrary contained herein, Optionee shall have the right, at any time and from time to time during Optionee’s lifetime or upon Optionee’s death, to transfer all or any portion of Optionee’s Shares (the “Transferred Family Shares”) to Optionee’s spouse, any of Optionee’s issue, ancestors or descendants, or a trust for the sole benefit of Optionee, Optionee’s spouse, any of Optionee’s issue, ancestors or descendants (any such individual or trust is hereinafter referred to as an “Intra-family Transferee”), provided that the Intra-family Transferee receiving the Transferred Family Shares executes a consent to be bound by the terms of this Agreement with respect to the Transferred Family Shares. The Transferred Family Shares shall be and remain subject to all of the terms and conditions of this Agreement as were applicable to such Shares immediately prior to their transfer pursuant to this Section 10(d); without limiting the foregoing, the obligations hereunder arising out of the possession or ownership of such Transferred Family Shares shall be binding upon the respective Intra-family Transferees. For purposes of exercising any rights under this Agreement, the Company’s right to purchase the Shares of Optionee shall extend to any Shares owned by an Intra-family Transferee.

Appears in 2 contracts

Samples: Nonstatutory Employee Stock Option Agreement (Cornerstone Therapeutics Inc), Incentive Stock Option Agreement (Cisco Systems Inc)

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Intra-Family Transfers. Notwithstanding anything to the contrary ---------------------- contained herein, Optionee shall have the right, at any time and from time to time during Optionee’s 's lifetime or upon Optionee’s 's death, to transfer all or any portion of Optionee’s 's Shares (the "Transferred Family Shares") to Optionee’s 's spouse, any of Optionee’s 's issue, ancestors or descendants, or a trust for the sole benefit of Optionee, Optionee’s 's spouse, any of Optionee’s 's issue, ancestors or descendants (any such individual or trust is hereinafter referred to as an "Intra-family Transferee"), provided that the Intra-family Transferee receiving the Transferred Family Shares executes a consent to be bound by the terms of this Agreement with respect to the Transferred Family Shares. The Transferred Family Shares shall be and remain subject to all of the terms and conditions of this Agreement as were applicable to such Shares immediately prior to their transfer pursuant to this Section 10(d10(e); without limiting the foregoing, the obligations hereunder arising out of the possession or ownership of such Transferred Family Shares shall be binding upon the respective Intra-family Transferees. For purposes of exercising any rights under this Agreement, the Company’s 's right to purchase the Shares of Optionee shall extend to any Shares owned by an Intra-family Transferee.

Appears in 2 contracts

Samples: Nonstatutory Stock Option Agreement (Intervideo Inc), Nonstatutory Stock Option Agreement (Intervideo Inc)

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Intra-Family Transfers. Notwithstanding anything to the contrary contained herein, Optionee shall have the right, ---------------------- at any time and from time to time during Optionee’s 's lifetime or upon Optionee’s 's death, to transfer all or any portion of Optionee’s the Vested Shares (the "Transferred Family Shares") to Optionee’s 's spouse, any of Optionee’s 's or Optionee's spouse's issue, ancestors or descendants, or a trust for the sole benefit of Optionee, Optionee’s 's spouse, any of Optionee’s 's issue, ancestors or descendants (any such individual or trust is hereinafter referred to as an "Intra-family Transferee"), provided that the Intra-family Transferee receiving the Transferred Family Shares executes a consent to be bound by the terms of this Agreement with respect to the Transferred Family Shares. The Transferred Family Shares shall be and remain subject to all of the terms and conditions of this Agreement as were applicable to such Shares immediately prior to their transfer pursuant to this Section 10(d10(e); without limiting the foregoing, the obligations hereunder arising out of the possession or ownership of such Transferred Family Shares shall be binding upon the respective Intra-family Transferees. For purposes of exercising any rights under this Agreement, the Company’s 's right to purchase the Shares of Optionee shall extend to any Shares owned by an Intra-family Transferee.

Appears in 1 contract

Samples: Intervideo Inc

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