Manner of Exercising Option. In order to exercise the Option with respect to all or any part of the Option Shares for which the Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's death, Optionee's executor, administrator, heir or legatee, as the case may be) must take the following actions: (i) Provide the Company written notice of such exercise in accordance with Section 16 hereof, specifying the number of Option Shares with respect to which the Option is being exercised; (ii) Pay the aggregate exercise price for the purchased shares in one or more of the following alternative forms: (A) full payment, in cash or by check payable to the Company's order, in the amount of the exercise price for the Option Shares being purchased; (B) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and having a Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (C) a combination of such shares of Common Stock and cash or check payable to the Company's order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (D) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and (iii) Furnish the Company with appropriate documentation that the person (or persons) exercising the Option, if other than Optionee, has the right to exercise the Option.
Appears in 4 contracts
Samples: Employment Agreement (Intelidata Technologies Corp), Stock Option Agreement (Intelidata Technologies Corp), Stock Option Agreement (Intelidata Technologies Corp)
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee the Grantee (or in the case of exercise after Optionee's the Grantee’s death, Optionee's the Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President of Human Resources of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares as specified by the Committee in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, by such other method as the amount of sale or loan proceeds to pay the exercise priceCommittee may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 2 contracts
Samples: Employee Incentive Stock Option Grant Agreement (Cephalon Inc), Non Qualified Stock Option Grant Agreement (Cephalon Inc)
Manner of Exercising Option. (a) In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee (or in any other person or persons exercising the case of exercise after Optionee's death, Optionee's executor, administrator, heir or legatee, as the case may beoption) must take the following actions:
(i) Provide Execute and deliver to the Company written notice Corporation a Notice of such exercise in accordance with Exercise (or, if this option is exercised prior to the time the Common Stock is registered under Section 16 hereof12(g) of the 1934 Act, specifying a Stock Purchase Agreement) for the number of Option Shares with respect to for which the Option option is being exercised;.
(ii) Pay the aggregate exercise price Exercise Price for the purchased shares in one or more of the following alternative forms: :
(A) full payment, in cash or by check made payable to the Company's order, in the amount of the exercise price for the Option Shares being purchased; Corporation;
(B) full payment a promissory note payable to the Corporation, but only to the extent authorized by the Plan Administrator in accordance with Paragraph 13. Should the Common Stock be registered under Section 12(g) of the 1934 Act at the time the option is exercised, then the Exercise Price may also be paid as follows:
(C) shares of Common Stock held by Optionee (held for at least six months if acquired pursuant to an or any other person or persons exercising the option) for the requisite period necessary to avoid a charge to the Corporation's earnings for financial reporting purposes and having a valued at Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchasedExercise Date; (C) a combination of such shares of Common Stock and cash or check payable to the Company's order, equal in the aggregate to the exercise price for the Option Shares being purchased; or or
(D) delivery of through a properly executed exercise notice together with irrevocable instructions special sale and remittance procedure pursuant to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and
(iii) Furnish the Company with appropriate documentation that the person which Optionee (or persons) any other person or persons exercising the Option, if other than Optionee, has the right to exercise the Option.option) shall concurrently provide irrevocable written
Appears in 1 contract
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee the Grantee (or in the case of exercise after Optionee's the Grantee’s death, Optionee's the Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President of & Chief Administrative Officer of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares as specified by the Committee in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, by such other method as the amount of sale or loan proceeds to pay the exercise priceCommittee may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee the Grantee (or in the case of exercise after Optionee's the Grantee’s death, Optionee's the Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President & Chief Administrative Officer of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares as specified by the Committee in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, by such other method as the amount of sale or loan proceeds to pay the exercise priceCommittee may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Cephalon Inc)
Manner of Exercising Option. In order to exercise the Option with --------------------------- respect to all or any part of the Option Shares for which the Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's death, Optionee's executor, administrator, heir or legatee, as the case may be) must take the following actions:
(i) Provide the Company written notice of such exercise in accordance with Section 16 hereof, specifying the number of Option Shares with respect to which the Option is being exercised;
(ii) Pay the aggregate exercise price for the purchased shares in one or more of the following alternative forms: (A) full payment, in cash or by check payable to the Company's order, in the amount of the exercise price for the Option Shares being purchased; (B) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and having a Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (C) a combination of such shares of Common Stock and cash or check payable to the Company's order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (D) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and
(iii) Furnish the Company with appropriate documentation that the person (or persons) exercising the Option, if other than Optionee, has the right to exercise the Option.
Appears in 1 contract
Manner of Exercising Option. In order to exercise the Option with respect to all or any part of the Option Shares for which the Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's ’s death, Optionee's ’s executor, administrator, heir or legatee, as the case may be) must take the following actions:.
(ia) Provide the Company written notice of such exercise in accordance with Section 16 14 hereof, specifying the number of Option Shares with respect to which the Option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and having a Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) exercising the Option, if other than Optionee, has the right to exercise the Option.
Appears in 1 contract
Samples: Director Stock Option Agreement (World Air Holdings, Inc.)
Manner of Exercising Option. (a) In order to exercise the this Option with respect to all or any part of the Option Optioned Shares for which the this Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's death, the Optionee's executor, administrator, heir or legatee, as the case may be) must take the following actions:
(i) Provide the Company Secretary of the Corporation with written notice of such exercise in accordance with Section 16 hereofexercise, specifying the number of Option Optioned Shares with respect to which the Option is being exercised;
(ii) Pay the aggregate exercise Option price for the purchased shares in one or more of the following alternative forms: (A) full payment, in cash or by check payable to the CompanyCorporation's order, in the amount of the exercise option price for the Option Optioned Shares being purchased; (B) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and of the Corporation having a Fair Market Value on the day of exercise Exercise Date (as determined under the such terms of the Planare defined below) equal to the exercise Option price for the Option Optioned Shares being purchased; (C) a combination of such shares of Common Stock of the Corporation valued at Fair Market Value on the Exercise Date and cash or check payable to the CompanyCorporation's order, order equal in the aggregate to the exercise Option price for the Option Optioned Shares being purchased; or and (D) delivery of or options can be exercised on a properly executed exercise notice together "cashless" basis with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise priceCorporation; and
(iii) Furnish to the Company with Corporation appropriate documentation that the person (or persons) persons exercising the Option, if other than Optionee, has has/have the right to exercise this Option on behalf of and for Optionee.
(b) The Option price per share has been fixed by the OptionBoard.
(c) No fractional shares shall be issued, and fractional shares remaining in any option shall be rounded down to the next nearest whole number of shares.
(d) The Exercise Date is the date the Secretary of the Corporation receives the notice described in Paragraph 9(a)(i).
Appears in 1 contract
Samples: Stock Option Agreement (Hawaiian Vintage Chocolate Co Inc)
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee Grantee (or in the case of exercise after Optionee's Grantee’s death, Optionee's Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President & Chief Administrative Officer of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares as specified by the Board in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, by such other method as the amount of sale or loan proceeds to pay the exercise priceBoard may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Samples: Non Employee Director Non Qualified Stock Option Grant Agreement (Cephalon Inc)
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee Grantee (or in the case of exercise after Optionee's Grantee’s death, Optionee's Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President of Human Resources of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares as specified by the Board in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, by such other method as the amount of sale or loan proceeds to pay the exercise priceBoard may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Samples: Non Employee Director Non Qualified Stock Option Grant Agreement (Cephalon Inc)
Manner of Exercising Option. In order to exercise the Option with respect to all or any part of the Option Shares for which the Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's ’s death, Optionee's ’s executor, administrator, heir or legatee, as the case may be) must take the following actions:.
(ia) Provide the Company written notice of such exercise in accordance with Section 16 15 hereof, specifying the number of Option Shares with respect to which the Option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and having a Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock and cash or check payable to the Company's ’s order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) exercising the Option, if other than Optionee, has the right to exercise the Option.
Appears in 1 contract
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee the Grantee (or in the case of exercise after Optionee's the Grantee’s death, Optionee's the Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President of Human Resources of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares Option Shares in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal equal, in the aggregate aggregate, to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, such other method as the amount of sale or loan proceeds to pay the exercise priceCommittee may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Samples: Non Qualified Stock Option Grant Agreement (Cephalon Inc)
Manner of Exercising Option. In order to exercise the Option this option with respect to all or any part of the Option Shares for which the Option this option is at the time exercisable, Optionee or a Permitted Transferee the Grantee (or in the case of exercise after Optionee's the Grantee’s death, Optionee's the Grantee’s executor, administrator, heir or legatee, as the case may be) must take the following actions:
(ia) Provide Execute and deliver to the Senior Vice President & Chief Administrative Officer of the Company written notice a stock purchase agreement in substantially the form of such exercise in accordance with Section 16 hereofExhibit A to this Agreement (the “Purchase Agreement”), specifying the number of Option Shares with respect to which the Option option is being exercised;
(iib) Pay the aggregate exercise price for the purchased shares Option Shares in one or more of the following alternative forms: (Ai) full payment, in cash or by check payable to the Company's ’s order, in the amount of the exercise price for the Option Shares being purchased; (Bii) full payment in shares of Common Stock (common stock of the Company held for at least six months if acquired pursuant to an option) and having a Fair Market Value an aggregate fair market value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (Ciii) a combination of such shares of Common Stock common stock of the Company held for at least six months and valued at fair market value on the day of exercise (as determined under the terms of the Plan) and cash or check payable to the Company's ’s order, equal equal, in the aggregate aggregate, to the exercise price for the Option Shares being purchased; or (Div) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company extent permitted by applicable law, such other method as the amount of sale or loan proceeds to pay the exercise priceCommittee may approve; and
(iiic) Furnish the Company with appropriate documentation that the person (or persons) persons exercising the Optionoption, if other than Optioneethe Grantee, has have the right to exercise the Optionthis option.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Cephalon Inc)
Manner of Exercising Option. In order to exercise the Option with ---------------------------- respect to all or any part of the Option Shares for which the Option is at the time exercisable, Optionee or a Permitted Transferee (or in the case of exercise after Optionee's death, Optionee's executor, administrator, heir or legatee, as the case may be) must take the following actions:
(i) Provide the Company written notice of such exercise in accordance with Section 16 hereof, specifying the number of Option Shares with respect to which the Option is being exercised;
(ii) Pay the aggregate exercise price for the purchased shares in one or more of the following alternative forms: (A) full payment, in cash or by check payable to the Company's order, in the amount of the exercise price for the Option Shares being purchased; (B) full payment in shares of Common Stock (held for at least six months if acquired pursuant to an option) and having a Fair Market Value on the day of exercise (as determined under the terms of the Plan) equal to the exercise price for the Option Shares being purchased; (C) a combination of such shares of Common Stock and cash or check payable to the Company's order, equal in the aggregate to the exercise price for the Option Shares being purchased; or (D) delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company the amount of sale or loan proceeds to pay the exercise price; and
(iii) Furnish the Company with appropriate documentation that the person (or persons) exercising the Option, if other than Optionee, has the right to exercise the Option.
Appears in 1 contract