Common use of Limited Transferability of Option Clause in Contracts

Limited Transferability of Option. Except as provided below in this Paragraph 5, this Option is exercisable during your lifetime only by you or your guardian or legal representative, and this Option is not transferable except by will or the laws of descent and distribution. Except as provided below in this Paragraph 5, this Option may not be assigned, negotiated, or pledged in any way (whether by operation of law or otherwise) and this Option shall not be subject to execution, attachment or similar process. (a) By written instrument signed and dated by you and delivered to the Secretary of the Company during your lifetime, which you may change without the consent of any beneficiary by delivery of superseding instrument in like manner, you may designate a beneficiary to exercise this Option or otherwise receive payment under this Option after your death. (b) You are authorized to transfer all or any portion of this Option by gift (or similar transfer for no consideration) to a Permitted Transferee pursuant to procedures established by the Committee; provided that any such transfer shall cover at least 50 underlying Shares. A “Permitted Transferee” is (i) any of your spouse, children, stepchildren, grandchildren, parents, stepparents, siblings, grandparents, nieces and nephews (the members of your “Immediate Family”) (ii) a trust, the primary beneficiaries of which consist exclusively of you or members of your Immediate Family; or (iii) a partnership the partners of which consist exclusively of you or members of your Immediate Family. Following the transfer of all or any portion of this Option to a Permitted Transferee, the Permitted Transferee shall have all of your rights and obligations and you shall not retain any rights with respect to the transferred Option, except that (A) the payment of any tax attributable to the exercise of the transferred Option shall remain your obligation, and (B) the period during which the transferred Option shall become exercisable or remain exercisable shall depend on your employment status.

Limited Transferability of Option. Except as expressly provided below below, during the lifetime of an Optionee, only the Optionee (or, in this Paragraph 5the event of legal incapacity or incompetency, this Option is exercisable during your lifetime only by you or your the Optionee’s guardian or legal representative) may exercise an Option; and no Option shall be assignable or transferable by the Optionee to whom it is granted, and other than by the Optionee’s will, by instrument to an intervivos or testamentary trust in which Options are to be passed to the beneficiaries on the death of the trustor (settlor) (provided that such a disposition is otherwise in compliance with the provisions of this Option is not transferable except Agreement), or, upon the Optionee’s death, by will or the laws of descent and distribution. Except as provided below in this Paragraph 5For instance, an Optionee may not sell this Option may not be assignedor use it as security for a loan. If an Optionee attempts to do any of these things, negotiated, or pledged in any way (whether by operation the Option will immediately become invalid. The terms of law or otherwise) the Plan and this Option Agreement shall not be subject to executionbinding upon the executors, attachment or similar process. (a) By written instrument signed administrators, heirs, and dated by you permitted successors and delivered to the Secretary assigns of the Company during your lifetime, which you may change without Optionee. To the extent permitted by applicable law and with the prior written consent of any beneficiary by delivery of superseding instrument in like mannerthe Administrator, you an Optionee may designate a beneficiary to exercise this Option or otherwise receive payment under this Option after your death. (b) You are authorized to transfer transfer, not for value, all or part of an Option to any portion “Family Member” (as defined below). For the purposes of this Option by gift (or similar Agreement, a “not for value” transfer for no consideration) to is a Permitted Transferee pursuant to procedures established by the Committee; provided that any such transfer shall cover at least 50 underlying Shares. A “Permitted Transferee” which is (i) any of your spousea gift, children, stepchildren, grandchildren, parents, stepparents, siblings, grandparents, nieces and nephews (the members of your “Immediate Family”) (ii) a trust, the primary beneficiaries transfer under a domestic relations order in settlement of which consist exclusively of you or members of your Immediate Familymarital property rights; or (iii) a partnership transfer to an entity in which more than fifty percent of the partners of which consist exclusively of you voting interests are owned by Family Members (or members of your Immediate Familythe Optionee) in exchange for an interest in that entity. Following a permitted transfer under this Option Agreement, any such Option shall continue to be subject to the same terms and conditions as were applicable immediately prior to transfer, and Common Stock acquired pursuant to the Option shall be subject to the same restrictions on transfer of all or any portion Common Stock as would have applied to the Optionee. Subsequent transfers of transferred Options are prohibited except to Family Members of the original Optionee in accordance with this Option Agreement or by will or by instrument to an intervivos or testamentary trust in which Options are to be passed to the beneficiaries on the death of the trustor (settlor) (provided that such a Permitted Transfereedisposition is otherwise in compliance with this Option Agreement), or it may be transferred upon the Permitted Transferee Optionee’s death by the laws of descent and distribution. The events of termination of Service under an Option shall have all of your rights and obligations and you shall not retain any rights continue to be applied with respect to the transferred Optionoriginal Optionee, except that (A) following which the payment of any tax attributable Option shall be exercisable by the transferee only to the exercise of the transferred Option shall remain your obligationextent, and (B) for the period during which the transferred Option shall become exercisable or remain exercisable shall depend on your employment statusperiods specified in this Agreement.

Limited Transferability of Option. Except as provided below in this Paragraph 54, this Option is exercisable during your lifetime only by you or your guardian or legal representative, and this Option is not transferable except by will or the laws of descent and distribution. Except as provided below in this Paragraph 54, this Option may not be assigned, negotiated, or pledged in any way (whether by operation of law or otherwise) and this Option shall not be subject to execution, attachment or similar process. (a) By written instrument signed and dated by you and delivered to the Secretary of the Company during your lifetime, which you may change without the consent of any beneficiary by delivery of superseding instrument in like manner, you may designate a beneficiary to exercise this Option or otherwise receive payment under this Option after your death. (b) You are authorized to transfer all or any portion of this Option by gift (or similar transfer for no consideration) to a Permitted Transferee pursuant to procedures established by the Committee; provided that any such transfer shall cover at least 50 underlying Shares. A “Permitted Transferee” is (i) any of your spouse, children, stepchildren, grandchildren, parents, stepparents, siblings, grandparents, nieces and nephews (the members of your “Immediate Family”) (ii) a trust, the primary beneficiaries of which consist exclusively of you or members of your Immediate Family; or (iii) a partnership the partners of which consist exclusively of you or members of your Immediate Family. Following the transfer of all or any portion of this Option to a Permitted Transferee, the Permitted Transferee shall have all of your rights and obligations and you shall not retain any rights with respect to the transferred Option, except that (A) the payment of any tax attributable to the exercise of the transferred Option shall remain your obligation, and (B) the period during which the transferred Option shall become exercisable or remain exercisable shall depend on your employment statusstatus as a member of the Board of Directors of the Company.