Milestone Options Sample Clauses

Milestone Options. On September 2, 2005, the Company granted to the Executive options to purchase up to four hundred thousand (400,000) shares of Common Stock (the "MILESTONE OPTIONS"), pursuant to the Plan. The Milestone Options (ii) shall, to the maximum extent permitted under applicable law, qualify as "incentive stock options" within the meaning of Section 422 of the Internal Revenue Code, (ii) shall have a per share exercise price equal to $2.69, the closing price of a share of Common Stock, as listed on the American Stock Exchange, on September 1, 2005, (iii) are subject to the terms and conditions set forth in the Plan and the Incentive Stock Option Letter Agreement entered into by the Company and Executive dated September 2, 2005, as amended simultaneously herewith and (iv) shall vest and become exercisable only upon the occurrence of the following events which occur during the Initial Term (up to a maximum of 400,000 shares of Common Stock in the aggregate): (1) Milestone Options exercisable for one hundred twenty-five thousand (125,000) shares of Common Stock shall vest and become immediately exercisable in full upon the commencement of the first Phase III clinical trial relating to the first Non-Generic Opioid Drug developed by the Company; (2) Milestone Options exercisable for seventy-five thousand (75,000) shares of Common Stock shall vest and become immediately exercisable in full upon the commencement of the first Phase III clinical trial relating to the second Non-Generic Opioid Drug developed by the Company; (3) Milestone Options exercisable for fifty thousand (50,000) shares of Common Stock shall vest and become immediately exercisable in full only upon the closing of an exclusive product license for the United States national market or product sale transaction of all of the Company's ownership rights (on a product by product basis and only once for each individual product) for each Company drug product, other than the Non-Generic Opioid Drugs for which Opioid Product Options were granted under Section 3(e) above; (4) Milestone Options exercisable for ten thousand (10,000) shares of Common Stock shall vest and become immediately exercisable in full upon the filing by the Company (in the Company's name) with the United States Food and Drug Administration (the "FDA") of either an abbreviated new drug application (an "ANDA") or a new drug application (including a NDA filed with the FDA under Section 505(b)(2) of the Federal Food, Drug, and Cosmetic Act, 21 U.S...
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Milestone Options. The reference to “five (5) years” in Section 3(b)(ii) of the Employment Agreement is hereby changed to “ten (10) years.”
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Milestone Options. 50% of the Options shall vest upon the achievement of certain annual targeted milestones (the “Milestones”) as determined by the Board (the “Milestones Options”). To the extent 100% of the Milestones are not achieved, a portion of the Milestones Options shall nevertheless vest if a minimum threshold of the Milestones is achieved, as approved by the Board. In the event the Executive’s employment is terminated by the Company without Cause or by the Executive with Good Reason, all of the unvested Milestones Options shall be automatically forfeited; subject, however, to the provisions of Section 5(e)(1) below.
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Milestone Options. The Investor shall have the option to purchase additional Common Shares (the “Milestone Options”) from treasury of the Company upon the achievement of the following milestones (the “Milestones”): (a) a number of Common Shares equal to 8% of the issued and outstanding Common Shares (calculated on a fully diluted basis), three (3) months after the Listing Date; (b) a number of Common Shares equal to 8% of the issued and outstanding Common Shares (calculated on a fully diluted basis) if the Company’s Quebec Project is permitted and construction of the Quebec Project has reached 50% completion, as determined based on the construction budget of the Quebec Project; (c) a number of Common Shares equal to 8% of the Common Shares (calculated on a fully diluted basis) upon the Quebec Project receiving a license to cultivate cannabis in accordance with the Access to Cannabis for Medical Purposes Regulations or the Cannabis Act; and (d) a number of Common Shares equal to 12% of the Common Shares (calculated on a fully diluted basis) when the Company completes an aggregate of $100,000,000 in sales. In addition, the option pursuant to Milestones (b) through (d) shall be conditional on achievement of a second trigger, being that they cannot be exercise prior to the Listing Date; therefore, each of such Milestones will be considered achieved when (i) the applicable event respectively specified in Milestones (b) through (d) has occurred, and (ii) the Company’s Common Shares are listed on the Exchange. The price for Common Shares issued pursuant to this Section 3.2 shall be based on: (i) if the Milestone is achieved after the Listing Date, the volume-weighted average trading price for the 10 consecutive trading days following the achievement of the relevant Milestone; or (ii) if the Milestone is achieved prior to the Listing Date, the volume-weighted average trading price for the 20 consecutive trading days following the Listing Date, in either case minus a discount of 10%. The Company shall provide a notice (the “Milestone Notice”) to the Investor within five (5) Business Days of the achievement of each Milestone. If the Investor does not exercise any one of the Milestone Options within 30 days after the date of the Milestone Notice, then that Milestone Option and all remaining Milestone Options will expire.
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Milestone Options. In connection with the commencement of ----------------- Executive's employment, it will be recommended that the Board of Directors also authorize the grant of incentive stock options to purchase up to an aggregate of 290,000 shares of Common Stock (the "Milestone Shares") pursuant to the Plan, with such options to be granted following achievement of certain milestones as set forth below. The exercise price of the Milestone Shares shall be the fair market value of Common Stock on the date of grant of the relevant option. Options for the Milestone Shares shall be granted in accordance with the following schedule: (i) 145,000 shares shall be granted on January 31, 2001 if the Company attains revenue of at least $35 million in the calendar year 2000, and (ii) 145,000 shares shall be granted on January 31, 2003 if the Company attains revenue of at least $100 million in calendar year 2002. In the event of an initial public offering of the Company's Common Stock at a price of at least $4.00 per share and aggregate proceeds to the Company in excess of $15,000,000 (an "IPO"), options for all of the Milestone Shares will be granted prior to the closing of such IPO.
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Milestone Options. Up to a maximum of 200,000 of the Options (collectively, the “Milestone Options”) shall vest as follows: (a) [****]; (b) [****]; (c) [****]; (d) [****]; (e) [****]; (f) [****]; (g) [****]; and (h) [****]. For clarification purposes, a maximum of 200,000 Options may vest pursuant to the above milestones; once the maximum amount has been reached no further Options will vest pursuant to this Agreement. All determinations and calculations with respect to the satisfaction of the conditions to the vesting of any of the foregoing options shall be made by the Board or any committee thereof to which the Board has delegated such authority, in good faith in accordance with applicable law, the Articles of Incorporation and By-laws of the Company, in its sole discretion, and shall be final, conclusive and binding on all persons, including you and the personal representative of your estate.
Sample 1
Milestone Options. In addition to the other grants set forth in this Section 2.3, effective on the date hereof, the Company shall grant to Executive options (the “Milestone Options”) to purchase up to Two Hundred Eighty Thousand (280,000) shares of Common Stock, pursuant to the Plan. The Milestone Options: (i) shall, to the maximum extent permitted under applicable law, qualify as “incentive stock options” within the meaning of Section 422 of the Internal Revenue Code; (ii) have a per share exercise price equal to $1.75; (iii) shall vest and become exercisable as follows: (A) as to 80,000 shares upon the successful completion, as determined by the Board, of a Company sponsored Phase III clinical trial of the Company’s developmental drug product referred to as XXX-216; (B) as to 80,000 shares upon the successful completion, as determined by the Board, of a Company sponsored Phase III clinical trial of the Company’s developmental drug product referred to as XXX-154; (C) as to 80,000 shares upon the successful completion, as determined by the Board, by the Company during the Term of a Company sponsored long-term safety study for the Company’s developmental drug product referred to as XXX-216; and (D) as to 40,000 shares upon the closing of an exclusive product license for the United States national market, or product sale transaction of all of the Company’s ownership rights, for either XXX-216 or XXX-154.
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Related to Milestone Options

  • Additional Options The NYS Contract Price for Additional Options offered under the Contract in accordance with Section III.2.7 Additional Options, shall be the Additional Options NYS Discount listed on the Contract Pricelist, or higher, applied to the MSRP on the current OEM Data Book or Contractor-Published Pricelist, as applicable. See Section III.1.2

  • Service Options a. The following service types are available and pertain to rates contained in this tariff. Container Yard (Y) The term Container Yard refers to the specific location designated by the carrier where the carrier assembles, holds or stores containers and where containers loaded with goods are received or delivered. Container Freight Station (S) The term Container Freight Station means the location designated by the carrier or his authorized agent for the receiving of goods to be stuffed into containers or for the delivery of goods stripped from the containers by the carrier or his agent. Door (D) Door Service pertains to the carrier providing inland transportation from/to the shipper's/consignee's designated facilities. Door Service is applicable only where specifically provided in the individual NRA or where specified in an Inland Rate Table. Ocean Port (O) Ocean Port rates published herein apply from/to places where the common carrier originates or terminates its actual ocean carriage of cargo at the origin and destination ports. Tolls, Wharfage, Cost of Landing, and all other expenses beyond the port terminal area are for account of the cargo. b. Any combination of the above services may be offered, i.e.: O/O, O/D, D/D, Y/S, Y/Y, etc. c. Carrier may also utilize the following terminology to describe its services: IPI Service, from Asia to USA The term IPI service means shipments from Ports and Points in Asia discharged by Carrier at US Pacific Coast Base Ports (PCBP) and moved via rail and/or truck to destination inland CFS, CY or Door points in the USA. MLB Service (Mini Land Bridge), from Asia to USA The term MLB service means shipments from Ports and Points in Asia discharged by Carrier at US Pacific Coast Base Ports (PCBP) and moved via rail and/or truck to destination CFS or CY at US Atlantic & Gulf Ports. RIPI Service, from Asia to USA The term RIPI service means shipments from Ports and Points in Asia discharged by Carrier at US Atlantic Coast Base Ports (ACBP) and moved via rail and/or truck to destination inland CFS, CY or Door points in the USA.

  • Exercise Period Vesting 4.1. 1 111,111 Series C Warrants to purchase up to 1,111,111 Warrant Shares (50% of Series C Warrants) shall vest on March 1, 2023 (the “Second Vesting Date”) and be exercisable as of the Second Vesting Date and for three (3) years thereafter, subject to Section ‎4.3 below.; provided, however, that the Warrants under this Section ‎4.1 shall expire on the Second Vesting Date in the event the Milestone is not met, and the Partner has notified the Company on its decision to rescind the remaining balance of the Facility; 4.2. 1 111,111 Series C Warrants to purchase up to 1,111,111 Warrant Shares (50% of Series C Warrants) shall vest on September 1, 2023 (the “Third Vesting Date”) and be exercisable as of the Third Vesting Date and for three (3) years thereafter, subject to Section ‎‎4.3 below; provided, however, that the Warrants under this Section ‎4.2 shall expire on the Third Vesting Date in the event the Milestone is not met, and the Partner has notified the Company on its decision to rescind the remaining balance of the Facility; and further provided, that the Warrants under this Section ‎‎4.2 shall expire on the Third Vesting Date pro rata to the amounts of Tranches 3-8 which shall have not been actually withdrawn by the Company. By way of illustration only, (a) if the Company, at its sole discretion, withdraws US$0.5 million out of US$2 million of Tranches 3-8 available under the Agreement, than 833,333 Series C Warrants to purchase up to 833,333 Warrant Shares [75% of Series C Warrants under this Section ‎4.2] shall expire on the Third Vesting Date; and (b) if the Company, at its sole discretion, withdraws US$2 million out of US$2 million of Tranches 3-8 available under the Agreement, than none of Series C Warrants under this Section ‎4.2 shall expire on the Third Vesting Date;

  • Multiple Options In the event that Lessee has any multiple Options to extend or renew this Lease, a later Option cannot be exercised unless the prior Options have been validly exercised.

  • Vested Options Each vested outstanding Company Option that is outstanding as of immediately prior to the Effective Time (the “Cashed-Out Options”) shall be cancelled at the Effective Time and converted into the right to receive an amount in cash equal to the Option Consideration after which it shall be cancelled and extinguished. If the Per Share Conversion Common Amount does not exceed the per share exercise price of each such outstanding Company Option, then such Company Option shall be cancelled and extinguished, with no consideration payable in connection with such cancellation and no further rights to the holder thereof (the “Cancelled Options”) and such Company Option shall not be deemed a Cashed-Out Option. Company shall take any and all necessary action to provide for the cancellation of each Company Option in accordance with this Section 1.6(b)(i). As soon as reasonably practicable after the Effective Time, through its payroll system on a special payroll run on the Closing Date, the Surviving Corporation shall or shall direct its payroll agent to, in accordance with its customary payroll practices, pay to each holder of a Cashed-Out Option that was granted to the holder in the holder’s capacity as an employee of Company or any of its Subsidiaries for applicable employment Tax purposes (“Employee Cashed-Out Option Holder”) the applicable portion of the Option Consideration (subject to applicable withholding Taxes) payable in respect of each such Cashed-Out Option (“Employee Option Consideration”); provided, that, if any such Employee Cashed-Out Holder has not executed and delivered to Parent a Cashed-Out Option Agreement (a “Cashed-Out Option Agreement”) in substantially the form attached hereto as EXHIBIT I, as of such date, the payment to such Employee Cashed-Out Option Holder shall be made as soon as reasonably practicable following the execution and delivery to Parent of a Cashed-Out Option Agreement. Each holder of a Cashed-Out Option that was granted to the holder in the holder’s capacity as a non-employee service provider to Company or any of its Subsidiaries for applicable employment Tax purposes (“Non-Employee Cashed-Out Option Holder”) shall be paid the applicable portion of the Option Consideration by the Exchange Agent in the manner provided in Section 1.11. No interest shall accrue or be paid on the Option Consideration payable with respect to any Cashed-Out Options. In no event shall any Cashed-Out Option or Cancelled Option be assumed by Parent.

  • Employee Options A regular employee who is subject to displacement shall have the right to select one of the following options. Upon written presentation of the options, the employee shall have 3 full working days to select an option. This time limit may be extended by the mutual agreement of the Parties: (a) accept training, if applicable; or (b) accept placement in a vacant position, either within or outside the bargaining unit, in accordance with the provisions of this Article; or (c) exercise the bumping rights referred to in this Article; or (d) accept layoff, retaining the right to recall and to severance pay in accordance with this Agreement; or (e) accept severance in accordance with Article 9.03 of this Agreement.

  • Share Options With respect to the share options (the “Share Options”) granted pursuant to the share-based compensation plans of the Company and its subsidiaries (the “Company Share Plans”), (i) each Share Option intended to qualify as an “incentive stock option” under Section 422 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), so qualifies, (ii) each grant of a Share Option was duly authorized no later than the date on which the grant of such Share Option was by its terms to be effective (the “Grant Date”) by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required shareholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any) was duly executed and delivered by each party thereto, (iii) each such grant was made in accordance with the terms of the Company Share Plans, the Exchange Act, and all other applicable laws and regulatory rules or requirements, including the rules of the New York Stock Exchange (the “Exchange”), and (iv) each such grant was properly accounted for in accordance with IFRS in the financial statements (including the related notes) of the Company. The Company has not knowingly granted, and there is no and has been no policy or practice of the Company of granting, Share Options prior to, or otherwise coordinating the grant of Share Options with, the release or other public announcement of material information regarding the Company or its subsidiaries or their results of operations or prospects.

  • Coverage Options Eligible employees may select coverage under any one of the dental plans offered by the Employer, including health maintenance organization plans, the State Dental Plan, or other dental plans. Coverage offered through health maintenance organization plans is subject to change during the life of this Agreement upon action of the health maintenance organization and approval of the Employer after consultation with the Joint Labor/Management Committee on Health Plans. However, actuarial reductions in the level of HMO coverages effective during the term of this Agreement, including increases in copayments, require approval of the Joint Labor/Management Committee on Health Plans. Coverage offered through the State Dental Plan is determined by Section 7A2.

  • Payment Options The exercise price shall be paid by one or any combination of the following forms of payment that are applicable to this option, as indicated on the cover page hereof: (i) by check payable to the order of the Company; or (ii) delivery of an irrevocable and unconditional undertaking, satisfactory in form and substance to the Company, by a creditworthy broker to deliver promptly to the Company sufficient funds to pay the exercise price, or delivery by the Optionee to the Company of a copy of irrevocable and unconditional instructions, satisfactory in form and substance to the Company, to a creditworthy broker to deliver promptly to the Company cash or a check sufficient to pay the exercise price; or (iii) subject to Section 7(b) below, if the Common Stock is then traded on a national securities exchange or on the Nasdaq National Market (or successor trading system), by delivery of shares of Common Stock having a fair market value equal as of the date of exercise to the option price. In the case of (iii) above, fair market value as of the date of exercise shall be determined as of the last business day for which such prices or quotes are available prior to the date of exercise and shall mean (i) the last reported sale price (on that date) of the Common Stock on the principal national securities exchange on which the Common Stock is traded, if the Common Stock is then traded on a national securities exchange; or (ii) the last reported sale price (on that date) of the Common Stock on the Nasdaq National Market (or successor trading system), if the Common Stock is not then traded on a national securities exchange.

  • Exercisability Schedule No portion of this Stock Option may be exercised until such portion shall have become exercisable. Except as set forth below, and subject to the discretion of the Administrator (as defined in Section 2 of the Plan) to accelerate the exercisability schedule hereunder, this Stock Option shall be exercisable with respect to the following number of Option Shares on the dates indicated so long as the Optionee remains an employee of the Company or a Subsidiary on such dates: * Max. of $100,000 per yr. Once exercisable, this Stock Option shall continue to be exercisable at any time or times prior to the close of business on the Expiration Date, subject to the provisions hereof and of the Plan.

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