Mandatory Suspension and Cancellation of Stock Sample Clauses

Mandatory Suspension and Cancellation of Stock. In the event Tungsten reasonably believes Director has committed an act of misconduct including, but limited to acts specified below, Tungsten may suspend Director's right in his Restricted Stock Award granted hereunder pending final determination by the Board of Directors of the Company (the "Board"). If Director is determined by the Board to have: (a) committed an act of embezzlement, fraud, dishonesty, breach of fiduciary duty to Tungsten or a subsidiary; (b) deliberately disregarded the rules or policies of Tungsten or a subsidiary which resulted in loss, damage or injury to Tungsten or a subsidiary; (c) made any unauthorized disclosure of any trade secret or confidential information of Tungsten or a subsidiary; (d) induced any partner, collaborator, client or customer of Tungsten or a subsidiary to break any contract with Tungsten or a subsidiary or induced any principal for whom Tungsten or a subsidiary acts as agent to terminate such agency relations; (e) engaged in any substantial conduct which constitutes unfair competition with Tungsten or a subsidiary; or (f) violated any requirement of the Foreign Corrupt Practices Act or any analogous foreign regulations, neither Director nor Director's estate shall be entitled to shares of the Restricted Stock hereunder. The determination of the Board shall be final and conclusive. In making its determination, the Board shall give the Director an opportunity to appear and be heard at a hearing before the full Board and present evidence on Director's behalf.
Sample 1Sample 2Sample 3See All (6)
AutoNDA by SimpleDocs
Mandatory Suspension and Cancellation of Stock. In the event Chartwell reasonably believes Director has committed an act of misconduct including, but limited to acts specified below, the Chartwell may suspend Director's right in his or her Restricted Stock Award granted hereunder pending final determination by the Board of Directors. If Director is determined by the Board to have: (a) committed an act of embezzlement, fraud, dishonesty, breach of fiduciary duty to Chartwell or a subsidiary; (b) deliberately disregarded the rules of Chartwell or a subsidiary which resulted in loss, damage or injury to Chartwell or a subsidiary; (c) made any unauthorized disclosure of any trade secret or confidential information of Chartwell or a subsidiary; (d) induced any partner, collaborator, client or customer of Chartwell or a subsidiary to break any contract with Chartwell or a subsidiary or induced any principal for whom Chartwell or a subsidiary acts as agent to terminate such agency relations; (e) engaged in any substantial conduct which constitutes unfair competition with Chartwell or a subsidiary; or (f) violated any requirement of the federal Environmental Protection Agency or any analogous state regulatory agency, neither Director nor Director's estate shall be entitled to shares of the Restricted Stock hereunder, whether vested or unvested. The determination of the Board shall be final and conclusive. In making its determination, the Board shall give the Director an opportunity to appear and be heard at a hearing before the full Board and present evidence on Director's behalf.
Sample 1Sample 2Sample 3See All (4)
Mandatory Suspension and Cancellation of Stock. In the event FEWP reasonably believes Director has committed an act of misconduct including, but limited to acts specified below, FEWP may suspend Director's right in his Restricted Stock Award granted hereunder pending final determination by the Board of Directors of the Company (the "Board"). If Director is determined by the Board to have: (a) committed an act of embezzlement, fraud, dishonesty, breach of fiduciary duty to FEWP or a subsidiary; (b) deliberately disregarded the rules or policies of FEWP or a subsidiary which resulted in loss, damage or injury to FEWP or a subsidiary; (c) made any unauthorized disclosure of any trade secret or confidential information of FEWP or a subsidiary; (d) induced any partner, collaborator, client or customer of FEWP or a subsidiary to break any contract with FEWP or a subsidiary or induced any principal for whom FEWP or a subsidiary acts as agent to terminate such agency relations; (e) engaged in any substantial conduct which constitutes unfair competition with FEWP or a subsidiary; or (f) violated any requirement of the Foreign Corrupt Practices Act or any analogous foreign regulations, neither Director nor Director's estate shall be entitled to shares of the Restricted Stock hereunder, whether vested or unvested. The determination of the Board shall be final and conclusive. In making its determination, the Board shall give the Director an opportunity to appear and be heard at a hearing before the full Board and present evidence on Director's behalf.
Sample 1
Mandatory Suspension and Cancellation of Stock. In the event the Company reasonably believes Consultant has committed an act of misconduct including, but limited to acts specified below, the Company may suspend Consultant’s right in the Restricted Stock Award granted hereunder pending final determination by the Board of Directors of the Company (the “Board”). If Consultant is determined by the Board to have: (a) committed an act of embezzlement, fraud, dishonesty, breach of fiduciary duty to the Company or a subsidiary; (b) deliberately disregarded the rules or policies of the Company or a subsidiary which resulted in loss, damage or injury to the Company or a subsidiary; (c) made any unauthorized disclosure of any trade secret or confidential information of the Company or a subsidiary; (d) induced any partner, collaborator, client or customer of the Company or a subsidiary to break any contract with the Company or a subsidiary or induced any principal for whom the Company or a subsidiary acts as agent to terminate such agency relations; (e) engaged in any substantial conduct which constitutes unfair competition with the Company or a subsidiary; or (f) violated any requirement of the Foreign Corrupt Practices Act or any analogous foreign regulations, neither Consultant nor Consultant’s estate shall be entitled to shares of the Restricted Stock hereunder, whether vested or unvested. The determination of the Board shall be final and conclusive. In making its determination, the Board shall give the Consultant an opportunity to appear and be heard at a hearing before the full Board and present evidence on Consultant’s behalf.
Sample 1

Related to Mandatory Suspension and Cancellation of Stock

  • Suspension and Cancellation Section 5.01. The following is specified as an additional event for suspension of the right of the Recipient to make withdrawals from the Grant Account for the purposes of Section 8.01(k) of the Grant Regulations or cancellation of the Grant pursuant to Section 8.02 of the Grant Regulations: the Recipient shall have failed to perform any of its obligations under the ADB Grant Agreement.

  • Cancellation of Shares If the Corporation shall make available, at the time and place and in the amount and form provided in this Agreement, the consideration for the Purchased Shares to be repurchased in accordance with the provisions of this Agreement, then from and after such time, the person from whom such shares are to be repurchased shall no longer have any rights as a holder of such shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such shares shall be deemed purchased in accordance with the applicable provisions hereof, and the Corporation shall be deemed the owner and holder of such shares, whether or not the certificates therefor have been delivered as required by this Agreement.

  • Special Acceleration of Option (a) In the event of a Change in Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice. (b) Immediately following the consummation of the Change in Control, this option shall terminate and cease to be outstanding, except to the extent assumed by the successor corporation (or parent thereof) or otherwise expressly continued in full force and effect pursuant to the terms of the Change in Control. (c) If this option is assumed in connection with a Change in Control, then this option shall be appropriately adjusted, immediately after such Change in Control, to apply to the number and class of securities which would have been issuable to Optionee in consummation of such Change in Control had the option been exercised immediately prior to such Change in Control, and appropriate adjustments shall also be made to the Exercise Price, provided the aggregate Exercise Price shall remain the same. (d) This Agreement shall not in any way affect the right of the Corporation to adjust, reclassify, reorganize or otherwise change its capital or business structure or to merge, consolidate, dissolve, liquidate or sell or transfer all or any part of its business or assets.

  • Cancellation of Options In exchange for the consideration described in Section 1.2 below, the Participant hereby agrees that the Award Agreement and the Participant’s interests in the Underwater Options shall be cancelled, terminated, and of no further force or effect, effective as of the Effective Date, and that neither the Company nor the Participant shall have any further rights or obligations with respect to the Award Agreement, the Underwater Options, or with respect to which any shares of Common Stock that could have been acquired upon vesting and exercise of the Underwater Options.

  • Cancellation and Suspension This Agreement shall come into force and effect on the date upon which the Loan Agreement becomes effective.

  • Acceleration of Options One hundred (100%) percent of the Executive’s outstanding, unvested options, restricted stock and/or equity awards (“Equity Awards”) shall, immediately prior to the consummation of the Change in Control, become fully and immediately vested to the extent not already so provided under the terms of such Equity Awards; provided, however, that if the acquirer in a Change in Control grants Equity Awards having (in the reasonable opinion of the Board) a value at least equal to the value of Executive’s then-unvested Company Equity Awards, then 50% of the Executive’s outstanding, unvested Company Equity Awards shall become fully and immediately vested immediately prior to the consummation of the Change in Control (and the remaining 50% shall terminate upon the consummation of the Change in Control). Notwithstanding any provisions of the stock option plan or stock option agreement pursuant to which any stock options subject to the preceding sentence were granted, the Executive shall be entitled to exercise such Equity Awards until three years from the date of termination of employment or the expiration of the stated period of the Equity Award, whichever period is the shorter.

  • Aggregation of Stock All shares of Registrable Securities held or acquired by Affiliates shall be aggregated together for the purpose of determining the availability of any rights under this Agreement and such Affiliated persons may apportion such rights as among themselves in any manner they deem appropriate.

  • Termination of Options The Options will terminate at the time specified below: (a) If a Change in Control occurs after the Grant Date but prior to the Grantee’s Separation, all Options will terminate at the expiration of the Term. (b) If, in the absence of a Change in Control after the Grant Date, the Grantee’s Separation occurs prior to the Close of Business on December 31, 2023 on account of a termination of the Grantee’s employment or service for Cause, all Options that are not vested and exercisable as of the Close of Business on the date of Separation will terminate at that time and all Options that are vested and exercisable as of the Close of Business on the date of Separation will terminate at the Close of Business on the first Business Day following the expiration of the 90-day period that began on the date of the Grantee's Separation. (c) If (i) the Grantee’s Separation occurs after the Close of Business on December 31, 2023, or (ii) in the absence of a Change in Control after the Grant Date, the Grantee’s Separation occurs (A) on account of a termination of the Grantee’s employment or service without Cause, (B) on account of a termination of the Grantee’s employment or service by the Grantee with or without Good Reason, or (C) by reason of the death or Disability of the Grantee, then, in each case, all Options that are not vested and exercisable as of the Close of Business on the date of Separation after giving effect to the provisions of Sections 3 and 7 above will terminate at that time, and all Options that are vested and exercisable as of the Close of Business on the date of Separation after giving effect to the provisions of Sections 3 and 7 above will terminate at the expiration of the Term. In any event in which Options remain exercisable for a period of time following the date of the Grantee’s Separation as provided above, the Options may be exercised during such period of time only to the extent the same were vested and exercisable as provided in Section 3 above on such date of Separation (after giving effect to the application of Section 7 above). Notwithstanding any period of time referenced in this Section 8 or any other provision of this Agreement or any other agreement that may be construed to the contrary, the Options will in any event terminate not later than upon the expiration of the Term.

  • Effective Date; Termination; Cancellation and Suspension Section 4.01. This Agreement shall come into force and effect on the date upon which the Development Credit Agreement becomes effective. Section 4.02. (a) This Agreement and all obligations of the Association and of Republika Srpska thereunder shall terminate on the earlier of the following two dates: (i) the date on which the Development Credit Agreement shall terminate; or (ii) a date twenty (20) years after the date of this Agreement.

  • Termination and Cancellation 9. 1. Licences will expire after the period shown in Clause 3 (above). 9. 2. Licensee reserves the right to terminate the Licence in the event that payment is not received in full or if there has been a breach of this agreement by you. Appendix 1 — Acknowledgements: Reprinted by permission from [the Licensor]: [Journal Publisher (e.g. Nature/Springer/Palgrave)] [JOURNAL NAME] [REFERENCE CITATION (Article name, Author(s) Name), [COPYRIGHT] (year of publication) For Advance Online Publication papers: Reprinted by permission from [the Licensor]: [Journal Publisher (e.g. Nature/Springer/Palgrave)] [JOURNAL NAME] [REFERENCE CITATION (Article name, Author(s) Name), [COPYRIGHT] (year of publication), advance online publication, day month year (doi: 10.1038/sj.[JOURNAL ACRONYM].)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!