Non-exercisable Portion of Option Sample Clauses

Non-exercisable Portion of Option. In the event that Grantee ceases to be an employee of MBC or an Affiliate by reason of Retirement at any time prior to Grantee's Normal Retirement Date, the portion of the Option, if any, that has not become exercisable as of the date of Retirement shall terminate on the date of Retirement.
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Non-exercisable Portion of Option. In the event that upon the occurrence of Grantee's Retirement on or after Grantee's Normal Retirement Date all or a portion of the Option has not become exercisable solely because one (1) or more of the first three (3) Anniversary Dates have not occurred (hereinafter referred to as the "Remaining Portion"), then such Remaining Portion shall become exercisable upon the date of Retirement. In all cases, the Remaining Portion shall not include any portion of the Option that has terminated pursuant to other provisions of this Agreement. The Remaining Portion of the Option that becomes exercisable on such Retirement date may be exercised in whole or in part at any time thereafter, but not later than the end of the stated term of the Option or as otherwise provided by the provisions of Section 4.2 of this Agreement.
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Non-exercisable Portion of Option. In the event that upon the occurrence of Grantee's Normal Retirement Date all or a portion of the Option has not become exercisable solely because one (1) or more of the first four (4) Anniversary
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Non-exercisable Portion of Option. In the event that upon --------------------------------- the occurrence of Grantee's Retirement on or after Grantee's Normal Retirement Date all or a portion of the Option has not become exercisable solely because one (1) or more of the first four (4) Anniversary Dates have not occurred (hereinafter referred to as the "Remaining Portion"), then such Remaining Portion shall become exercisable, if at all, on the later of the occurrence of Grantee's Retirement or March 1 of the calendar year in which such retirement occurs. The Remaining Portion shall not include any portion of the Option that has terminated pursuant to the provisions of Sections 3.1, 3.2, 3.3, 4.1, 4.2 or 4.3 of this Agreement. The extent to which the Remaining Portion shall become exercisable shall be determined pursuant to the provisions of Sections 3.2 and 3.3 of this Agreement; provided, however, for purposes of such Sections, that the term "Remaining Portion" shall be substituted for the term "Anniversary Date Option Amount", the "Calculation Year" shall be the calendar year ending immediately prior to the calendar year in which Grantee's Retirement occurs, and the date of Grantee's Retirement shall be substituted for "Anniversary Date" if the date of such Retirement occurs after March 1 of the calendar year in which such Retirement occurs. The amount, if any, of the Remaining Portion of the Option that becomes so exercisable may be exercised in whole or in part at any time, but not later than the end of the stated term of the Option or as otherwise provided by the provisions of Section 4.2 of this Agreement.
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Related to Non-exercisable Portion of Option

  • Termination of Option (a) Any unexercised portion of the Option shall automatically and without notice terminate and become null and void at the time of the earliest to occur of:

  • Exercisability of Option Unless otherwise provided in this Agreement or the Plan, this Option shall entitle the Participant to purchase, in whole at any time or in part from time to time, to the extent the Option is vested in accordance with the vesting schedule herein, the Shares subject to this Option, and each such right of purchase shall be cumulative and shall continue, unless sooner exercised or terminated as herein provided, during the remaining Option Period.

  • Option Exercisability The Option shall terminate immediately upon the Participant’s termination of Service to the extent that it is then unvested and shall be exercisable after the Participant’s termination of Service to the extent it is then vested only during the applicable time period as determined below and thereafter shall terminate.

  • Expiration of Option The Option may not be exercised to any extent by anyone after the first to occur of the following events:

  • Top-Up Option (a) The Company hereby grants to Parent and Merger Sub an irrevocable option (the “Top-Up Option”) to purchase, at a price per Share equal to the Offer Price, up to such number of Shares (the “Top-Up Option Shares”) that, when added to the number of Shares owned by Parent and Merger Sub and any wholly owned Subsidiary of Parent or Merger Sub immediately prior to the time of exercise of the Top-Up Option, constitutes one Share more than 80% of the number of Shares that will be outstanding on a fully diluted basis immediately after the issuance of the Top-Up Option Shares. The Top-Up Option will be exercised by Parent or Merger Sub immediately after the Acceptance Time if following such Acceptance Time, Parent or Merger Sub do not own 80% of the outstanding Shares; provided, however, that the obligation of the Company to deliver Top-Up Option Shares upon the exercise of the Top-Up Option is subject to the conditions that (i) no judgment, injunction, order or decree of any Governmental Entity shall prohibit the exercise of the Top-Up Option or the delivery of the Top-Up Option Shares in respect of such exercise, (ii) the issuance of the Top-Up Option Shares will not cause the Company to have more Shares outstanding than are authorized by the Restated Articles of Incorporation of the Company, and (iii) Merger Sub has accepted for payment and paid for all Shares validly tendered in the Offer and not withdrawn. The parties shall cooperate to ensure that the issuance of the Top-Up Option Shares is accomplished consistent with all applicable legal requirements of all Governmental Entities, including compliance with an applicable exemption from registration of the Top-Up Option Shares under the Securities Act.

  • Treatment of Expired Options and Unexercised Convertible Securities If, in any case, the total number of shares of Common Stock issuable upon exercise of any Option or upon conversion or exchange of any Convertible Securities is not, in fact, issued and the rights to exercise such Option or to convert or exchange such Convertible Securities shall have expired or terminated, the Exercise Price then in effect will be readjusted to the Exercise Price which would have been in effect at the time of such expiration or termination had such Option or Convertible Securities, to the extent outstanding immediately prior to such expiration or termination (other than in respect of the actual number of shares of Common Stock issued upon exercise or conversion thereof), never been issued.

  • Termination of Options The Options, which become exercisable as provided in paragraphs 3 and 4 above, shall terminate and be of no force or effect as follows:

  • Exercisability of Options Options granted under the Plan shall be exercisable at such times and be subject to such restrictions and conditions as the Committee shall determine in its sole discretion. After an Option is granted, the Committee, in its sole discretion, may accelerate the exercisability of the Option.

  • Xxxxx of Option The Plan Administrator of the Company hereby grants to the Optionee named in the Notice of Grant attached as Part I of this Agreement (the "Optionee") an option (the "Option") to purchase the number of Shares, as set forth in the Notice of Grant, at the exercise price per share set forth in the Notice of Grant (the "Exercise Price"), subject to the terms and conditions of the Plan, which is incorporated herein by reference. Subject to Section 15(c) of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms and conditions of this Option Agreement, the terms and conditions of the Plan shall prevail. If designated in the Notice of Grant as an Incentive Stock Option ("ISO"), this Option is intended to qualify as an Incentive Stock Option under Section 422 of the Code. However, if this Option is intended to be an Incentive Stock Option, to the extent that it exceeds the $100,000 rule of Code Section 422(d) it shall be treated as a Nonstatutory Stock Option ("NSO").

  • Expiration of Options Except as otherwise provided in Section 5 or 6 of the Management Stockholder's Agreement, the Options may not be exercised to any extent by the Optionee after the first to occur of the following events:

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