Common use of Manner of Exercise and Payment Clause in Contracts

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the Option may be exercised only by written notice to the Company, served upon the Secretary of the Company at its office at Menasha, Wisconsin, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of the option price of the shares being purchased (i) in cash or by certified check or bank draft; (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share for the Common Stock on the New York Stock Exchange on the trading date next preceding the date of exercise, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been made.

Appears in 2 contracts

Samples: Nonstatutory Stock Option Agreement (Banta Corp), Equity Incentive Plan (Banta Corp)

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Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the Option may be exercised only by written notice to the Company, served upon the Secretary of the Company at its office at Menasha, Wisconsin, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of the option price of the shares being purchased (i) in cash or by certified check or bank draft; (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share for the Common Stock on the New York Stock Exchange on the trading date next preceding the date of exercise, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been made.

Appears in 2 contracts

Samples: Equity Incentive Plan (Banta Corp), Equity Incentive Plan (Banta Corp)

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the The Option may be exercised only by written notice to the Company, served upon addressed to the Corporate Secretary of the Company at its office corporate headquarters at Menasha000 Xxxxxxxxxx Xxxx, WisconsinXxxx Xxxx, Xxxxxxx 00000, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this AgreementAgreement and the Plan, the notice of exercise must be accompanied by full payment of the option price Option Price of the shares Shares being purchased (iexcept in the case of a cashless exercise as described below) (a) in cash or by certified check or bank draft; (iib) by tendering previously acquired shares of Common Stock Shares (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share for the Common Stock on the New York Stock Exchange Fair Market Value on the trading date next preceding the date of exerciseexercise date, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" Fair Market Value per share of Common Stock Share shall be determined with reference to the next preceding date on which the common stock of the Company, $.001 par value (the “Common Stock Stock”) was traded); or (c) by any combination of the means of payment set forth in subsections (a) and (b). For purposes of subparagraphs (iib) and (iiic) above, the term "previously acquired shares of Common Stock" Shares” shall only include Common Stock Shares owned by the Optionee for at least six months prior to the exercise of the this Option and shall not include shares of Common Stock which Optioned Shares that are being acquired pursuant to the exercise of the this Option. No shares For purposes of this Agreement, the “Fair Market Value” of a Share shall be issued until full payment therefor has been madeequal to the closing sale price per Share, as reported on the Nasdaq National Market, on the Date of Grant. Subject to the establishment by the Committee of a procedure by which to complete a “cashless exercise,” the Participating Employee may exercise this Option pursuant to such “cashless exercise” procedure, as permitted under Federal Reserve Board’s Regulation T, subject to securities law restrictions, or by any other means which the Committee, in its sole discretion, determines to be consistent with the Plan’s purpose and applicable law.

Appears in 2 contracts

Samples: Incentive Stock Option Award Agreement (Faro Technologies Inc), Incentive Stock Option Award Agreement (Faro Technologies Inc)

Manner of Exercise and Payment. Subject to the provisions terms and conditions of Paragraph 3 hereofthis Agreement and the Plan, the Option may be exercised only by written delivery of notice of exercise to iParty (in the Company, served upon the Secretary of the Company at its office at Menasha, Wisconsinform required by iParty), specifying the number of shares in respect of Common Stock to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of purchased and delivering the option price of the shares being purchased pursuant to Section 5.2 hereof. The option price may be paid (i) in cash or by with cash, certified check or bank draft; check, and (ii) if established by tendering previously acquired iParty, through a "same day sale" commitment from Grantee and a broker-dealer selected by iParty that is a member of the National Association of Securities Dealers (an "NASD Dealer") whereby the Grantee irrevocably elects to exercise the Option and to sell a portion of the shares so purchased having a "fair market value" equal to the total Option exercise price and whereby the NASD Dealer irrevocably commits upon receipt of such shares to forward the total option exercise price directly to iParty. In the discretion of the Board, the exercise price of the option may also be paid by one or more of the following methods: (i) surrender of shares of Common Stock (valued having a Fair Market Value equal to the Option exercise price) held by the Grantee for at their "fair market value" least six (6) months prior to exercise (or such longer or shorter period as determined may be required to avoid a charge to earnings for financial accounting purposes) or the attestation of ownership of such shares, in either case, if so permitted by iParty, (ii) through additional methods prescribed by the manner provided below); Board, including, without limitation, loans, installment payments and/or guarantees, all under such terms and conditions as deemed appropriate by the Board in its discretion, or (iii) by any combination of any of the means foregoing methods, and, in all instances, to the extent permitted by applicable law. The Grantee's subsequent transfer or disposition of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share any shares of Common Stock acquired upon exercise of the Option shall be equal subject to any Federal and state laws then applicable, specifically securities law, and the terms and conditions of this Plan. Upon receipt of notice of exercise and full payment for the shares in respect of which the Option is being exercised, iParty shall, subject to any applicable law, take such action as may be necessary to effect the transfer to the closing price per share for Grantee of the Common Stock on the New York Stock Exchange on the trading date next preceding the date number of exercise, or, if no trading occurred on the trading date next preceding the shares as to which such exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was tradedeffective. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to Effective upon the exercise of the Option in whole or in part and the receipt by iParty of the option price for the shares being purchased, the Grantee shall be the holder of record of such shares and shall not include have all of the rights of a shareholder with respect thereto (including the right to vote such shares at any meeting at which the holders of the Common Stock which are being acquired pursuant may vote, the right to receive all dividends declared and paid upon such shares and the right to exercise any rights or warrants issued in respect of any such shares). iParty shall, upon receipt of the Option. No option price, issue in the name of the Grantee a certificate representing the shares shall be issued until full payment therefor has been madepurchased from time to time.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Iparty Corp)

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the Option may be exercised only by written notice to the Company, served upon the Corporate Secretary of the Company at its office at Menasha0000 Xxxxx Xxxxxxxx Xxxx, WisconsinXxxxxxx, Xxxxxxxxx 00000-0000, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of the option price of the shares being purchased (i) in cash or by certified check or bank draft; (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share average of the high and low sales prices for the Common Stock Stock, as reported on the New York Stock Exchange on the trading date next preceding the date of exercise, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been made.

Appears in 1 contract

Samples: Equity Incentive Plan Nonqualified Stock Option Agreement (Wisconsin Power & Light Co)

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the The Option may be exercised only by written notice to the Company, served upon addressed to the Corporate Secretary of the Company at its office corporate headquarters at Menasha000 Xxxxxxxxxx Xxxx, WisconsinXxxx Xxxx, Xxxxxxx 00000, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this AgreementAgreement and the Plan, the notice of exercise must be accompanied by full payment of the option price Option Price of the shares Shares being purchased (iexcept in the case of a cashless exercise as described below) (a) in cash or by certified check or bank draft; (iib) by tendering previously acquired shares of Common Stock Shares (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share for the Common Stock on the New York Stock Exchange Fair Market Value on the trading date next preceding the date of exerciseexercise date, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" Fair Market Value per share of Common Stock Share shall be determined with reference to the next preceding date on which the common stock of the Company, $.001 par value (the “Common Stock Stock”) was traded); or (c) by any combination of the means of payment set forth in subsections (a) and (b). For purposes of subparagraphs (iib) and (iiic) above, the term "previously acquired shares of Common Stock" Shares” shall only include Common Stock Shares owned by the Optionee for at least six months prior to the exercise of the this Option and shall not include shares of Common Stock which Optioned Shares that are being acquired pursuant to the exercise of the this Option. For purposes of this Agreement, the “Fair Market Value” of a Share shall be equal to the closing sale price per Share, as reported on the Nasdaq National Market, on the Date of Grant. No shares Shares shall be issued until full payment therefor has been made. Subject to the establishment by the Committee of a procedure by which to complete a “cashless exercise,” the Participating Employee may exercise this Option pursuant to such “cashless exercise” procedure, as permitted under Federal Reserve Board’s Regulation T, subject to securities law restrictions, or by any other means which the Committee, in its sole discretion, determines to be consistent with the Plan’s purpose and applicable law.

Appears in 1 contract

Samples: Incentive Stock Option Award Agreement (Faro Technologies Inc)

Manner of Exercise and Payment. 5.1 Subject to the provisions terms and conditions of Paragraph 3 hereofthis Agreement and the Plan, the vested portion of the Option may be exercised only by delivery of written notice in person, electronically or by mail to the Company, served upon Plan Administrator (or his or her designee). Such notice shall state that the Secretary of Optionee is electing to exercise the Company at its office at Menasha, Wisconsin, specifying Option and the number of shares Shares in respect of which the Option is being exercised and shall be signed by the person or persons exercising the Option. If requested by the Committee, such person or persons shall (i) deliver this Agreement to the Plan Administrator (or his or her designee) who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the right of such person or persons to exercise the Option. 5.2 The notice of exercise described in Section 5.1 hereof shall be accompanied by (a) the full purchase price for the Shares in respect of which the Option is being exercised. Subject , in cash, by check, by transferring Shares to the provisions Company having a Fair Market Value on the date of exercise equal to the cash amount for which such Shares are substituted, or in such other manner as may be permitted by the Committee in its discretion, and (b) payment of the Withholding Taxes as provided by Section 11 of this Agreement, and in the manner as may be permitted by the Committee its discretion pursuant to Section 11 of this Agreement. 5.3 Upon receipt of notice of exercise must be accompanied by and full payment for the Shares in respect of which the Option is being exercised, the Company shall, subject to the terms of the option price Plan, take such action as may be necessary to effect the transfer to the Optionee of the shares being purchased number of Shares as to which such exercise was effective. 5.4 Except as otherwise provided in Section 9, the Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to any Shares subject to the Option until (i) the Option shall have been exercised pursuant to the terms of this Agreement and the Optionee shall have paid the full purchase price for the number of Shares in cash or by certified check or bank draft; 8 respect of which the Option was exercised, (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of Company shall have issued and delivered the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal Shares to the closing price per share for the Common Stock on the New York Stock Exchange on the trading date next preceding the date of exerciseOptionee, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) abovethe Optionee's name shall have been entered as a stockholder of record on the books of the Company, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by whereupon the Optionee prior shall have full voting and other ownership rights with respect to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been madesuch Shares.

Appears in 1 contract

Samples: Vesting Stock Option Agreement

Manner of Exercise and Payment. 5.1 Subject to the provisions terms and conditions of Paragraph 3 hereofthis Agreement and the Plan, the vested portion of the Option may be exercised only by delivery of written notice in person, electronically or by mail to the Company, served upon Plan Administrator (or his or her designee). Such notice shall state that the Secretary of Optionee is electing to exercise the Company at its office at Menasha, Wisconsin, specifying Option and the number of shares Shares in respect of which the Option is being exercised and shall be signed by the person or persons exercising the Option. If requested by the Committee, such person or persons shall (i) deliver this Agreement to the Plan Administrator (or his or her designee) who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the right of such person or persons to exercise the Option. 5.2 The notice of exercise described in Section 5.1 hereof shall be accompanied by (a) the full purchase price for the Shares in respect of which the Option is being exercised. Subject , in cash, by check, by transferring Shares to the provisions Company having a Fair Market Value on the date of exercise equal to the cash amount for which such Shares are substituted, or in such other manner as may be permitted by the Committee in its discretion, and (b) payment of the Withholding Taxes as provided by Section 11 of this Agreement, and in the manner as may be permitted by the Committee its discretion pursuant to Section 11 of this Agreement. 5.3 Upon receipt of notice of exercise must be accompanied by and full payment for the Shares in respect of which the Option is being exercised, the Company shall, subject to the terms of the option price Plan, take such action as may be necessary to effect the transfer to the Optionee of the shares being purchased number of Shares as to which such exercise was effective. 5.4 Except as otherwise provided in Section 9, the Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to any Shares subject to the Option until (i) the Option shall have been exercised pursuant to the terms of this Agreement and the Optionee shall have paid the full purchase price for the number of Shares in cash or by certified check or bank draft; respect of which the Option was exercised, (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of Company shall have issued and delivered the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal Shares to the closing price per share for the Common Stock on the New York Stock Exchange on the trading date next preceding the date of exerciseOptionee, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) abovethe Optionee's name shall have been entered as a stockholder of record on the books of the Company, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by whereupon the Optionee prior shall have full voting and other ownership rights with respect to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been madesuch Shares.

Appears in 1 contract

Samples: Vesting Stock Option Agreement

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Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the Option may be exercised only by written notice to the Company, served upon the Corporate Secretary of the Company at its office at Menasha4902 North Biltmore Lane, WisconsinMaxxxxx, specifying the number of shares Xxxxxxxxx 00000-0000, xxxxxxxxxx xxx xxxxxx xx xhares in respect to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of the option price of the shares being purchased (i) in cash or by certified check or bank draft; (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share average of the high and low sales prices for the Common Stock Stock, as reported on the New York Stock Exchange on the trading date next preceding the date of exercise, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been made.

Appears in 1 contract

Samples: Equity Incentive Plan Nonqualified Stock Option Agreement (Alliant Energy Corp)

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the The Option may be exercised only by written notice to the Company, served upon addressed to the Corporate Secretary of the Company at its office corporate headquarters at Menasha000 Xxxxxxxxxx Xxxxxx, WisconsinSuite 1200, San Francisco, California 94104, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this AgreementAgreement and the Plan, the notice of exercise must be accompanied by full payment of the option price Option Price of the shares Shares being purchased (iexcept in the case of a cashless exercise as described below) (a) in cash or by certified check or bank draft; (iib) by tendering previously acquired shares of Common Stock Shares (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the closing price per share for the Common Stock on the New York Stock Exchange Fair Market Value on the trading date next preceding the date of exerciseexercise date, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" Fair Market Value per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded); or (c) by any combination of the means of payment set forth in subsections (a) and (b). For purposes of subparagraphs (iib) and (iiic) above, the term "previously acquired shares of Common Stock" Shares” shall only include Common Stock Shares owned by the Optionee for at least six months prior to the exercise of the this Option and shall not include shares of Common Stock which Optioned Shares that are being acquired pursuant to the exercise of this Option. For purposes of this Agreement, the Option“Fair Market Value” of a Share shall be equal to the average closing price per Share, as reported on the Nasdaq National Market, for the five preceding trading days. No shares shall be issued until full payment therefor has been made. Subject to the establishment by the Committee of a procedure by which to complete a “cashless exercise,” the Participating Employee may exercise this Option pursuant to such “cashless exercise” procedure, as permitted under Federal Reserve Board’s Regulation T, subject to securities law restrictions, or by any other means which the Committee, in its sole discretion, determines to be consistent with the Plan’s purpose and applicable law.

Appears in 1 contract

Samples: Intersearch Group Inc

Manner of Exercise and Payment. 6.1 Subject to the provisions terms and conditions of Paragraph 3 hereofthis Agreement and the Plan, the vested portion of the Option may be exercised only by delivery of written notice in person, electronically or by mail to the Company, served upon Plan Administrator (or his or her designee). Such notice shall state that the Secretary of Optionee is electing to exercise the Company at its office at Menasha, Wisconsin, specifying Option and the number of shares Shares in respect of which the Option is being exercised and shall be signed by the person or persons exercising the Option. If requested by the Committee, such person or persons shall (i) deliver this Agreement to the Plan Administrator (or his or her designee) who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the right of such person or persons to exercise the Option. 6.2 The notice of exercise described in Section 6.1 hereof shall be accompanied by (a) the full purchase price for the Shares in respect of which the Option is being exercised. Subject , in cash, by check, by transferring Shares to the provisions Company having a Fair Market Value on the date of exercise equal to the cash amount for which such Shares are substituted, or in such other manner as may be permitted by the Committee in its discretion, and (b) payment of the Withholding Taxes as provided by Section 12 of this Agreement, and in the manner as may be permitted by the Committee its discretion pursuant to Section 12 of this Agreement. 6.3 Upon receipt of notice of exercise must be accompanied by and full payment for the Shares in respect of which the Option is being exercised, the Company shall, subject to the terms of the option price Plan, take such action as may be necessary to effect the transfer to the Optionee of the shares being purchased number of Shares as to which such exercise was effective. 6.4 Except as otherwise provided in Section 10, the Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to any Shares subject to the Option until (i) the Option shall have been exercised pursuant to the terms of this Agreement and the Optionee shall have paid the full purchase price for the number of Shares in cash or by certified check or bank draft; respect of which the Option was exercised, (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of Company shall have issued and delivered the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal Shares to the closing price per share for the Common Stock on the New York Stock Exchange on the trading date next preceding the date of exerciseOptionee, or, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) abovethe Optionee’s name shall have been entered as a stockholder of record on the books of the Company, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by whereupon the Optionee prior shall have full voting and other ownership rights with respect to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been madesuch Shares.

Appears in 1 contract

Samples: Option Agreement

Manner of Exercise and Payment. Subject to the provisions of Paragraph 3 hereof, the Option may be exercised only by written notice to the Company, served upon the Secretary of the Company at its office at MenashaBrookfield, Wisconsin, specifying the number of shares in respect to which the Option is being exercised. Subject to the provisions of this Agreement, the notice of exercise must be accompanied by full payment of the option price of the shares being purchased (i) in cash or by certified check or bank draft; (ii) by tendering previously acquired shares of Common Stock (valued at their "fair market value" as determined in the manner provided below); or (iii) by any combination of the means of payment set forth in subparagraphs (i) and (ii). For purposes of this Paragraph 4, the "fair market value" of a share of Common Stock shall be equal to the last per share sale or closing price per share of such Common Stock as reflected on the over-the-counter market (or The Nasdaq Stock Market or such other exchange on which shares of Common Stock are then traded if such market is the principal market for the shares of Common Stock on the New York Stock Exchange Stock) on the trading date day next preceding the date of exercise; provided, orhowever, if no trading occurred on the trading date next preceding the exercise date, then the "fair market value" per share of Common Stock shall be determined with reference to the next preceding date on which the Common Stock was traded. For purposes of subparagraphs (ii) and (iii) above, the term "previously acquired shares of Common Stock" shall only include Common Stock owned by the Optionee prior to the exercise of the Option and shall not include shares of Common Stock which are being acquired pursuant to the exercise of the Option. No shares shall be issued until full payment therefor has been made.

Appears in 1 contract

Samples: Non Qualified Stock Option Agreement (Ridgestone Financial Services Inc)

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