NONQUALIFIED OPTIONS. The options granted hereunder are intended to be Nonqualified Options as defined in the Plan.
NONQUALIFIED OPTIONS. The Options shall be Nonqualified Options and are not intended to be treated as an incentive stock option under the Internal Revenue Code of 1986.
NONQUALIFIED OPTIONS. It is the Company’s intent that only Nonqualified Stock Options, and not “incentive stock options” within the meaning of Section 422(b) of the Code, be granted under the Plan and that any ambiguities in construction be interpreted in order to effectuate such intent. The Committee may from time to time grant to eligible participants Nonqualified Stock Options. The options granted shall take such form as the Committee shall determine, subject to the terms and conditions herein.
NONQUALIFIED OPTIONS. The Options granted under this Grant Agreement shall be Nonqualified Stock Options.
NONQUALIFIED OPTIONS. (a) Conversion of Nonvested Options. For each Key Executive, the nonvested portion of each option identified as a non-qualified Share Option Grant in Exhibit A(5) of the Wellsford Disclosure Letter shall be converted into an option to purchase Newco common shares upon a change in control effected by the Merger. The number of options to purchase Newco common shares issued in the conversion will be calculated by dividing the value of the nonvested options being converted by the value of an option to purchase one Newco common share. The method used to calculate the number of options to be received by each Key Executive upon conversion, together with the number of options to be received and the terms thereof, are set forth in Exhibit A(5). The exercise price specified in each such option shall be the Issuance Price (as defined in the Newco Stock Purchase Agreement).
NONQUALIFIED OPTIONS. The Committee may grant to any Associate an Option, or Options, to buy a stated number of shares of Stock under the terms and conditions of the Plan, which Option or Options would not constitute an “incentive stock option” within the meaning of section 422 of the Code.
NONQUALIFIED OPTIONS. No taxable income is recognized by an Optionee upon the grant of a “nonqualified stock option” (a “Nonqualified Option”) where the exercise price of the option is at least equal to the fair market value of the Company’s Class A Common Stock as of the date the option is granted. All Nonqualified Options granted under the Plan must have an exercise price equal to or greater than the fair market value of the Company’s Class A Common Stock at the time of grant. Upon exercise, however, the Optionee will recognize ordinary income in the amount by which the fair market value of the shares purchased exceeds, on the date of exercise, the exercise price paid for such shares. The income recognized by an Optionee who is an employee generally will be subject to income tax withholding by the Company out of the Optionee’s current compensation. If such compensation is insufficient to pay the taxes due, the Optionee will be required to make a direct payment to the Company for the balance of the tax withholding obligation. The Company will be entitled to a tax deduction equal to the amount of ordinary income recognized by the Optionee, provided certain reporting requirements are satisfied. If the exercise price of a Nonqualified Option is paid by the Optionee in cash, the tax basis of the shares acquired will be equal to the cash paid plus the amount of income recognized by the Optionee as a result of such exercise. If the exercise price is paid by delivering shares of Class A Common Stock of the Company already owned by the Optionee or by a combination of cash and already owned shares, there will be no current taxable gain or loss recognized by the Optionee on the already owned shares exchanged (however, the Optionee will nevertheless recognize ordinary income to the extent that the fair market value of the shares purchased on the date of exercise exceeds the price paid, as described above). The new shares received by the Optionee equal in number to the old shares exchanged will have the same tax basis and holding period as the Optionee’s basis and holding period in the old shares. The balance of the shares received will have a tax basis equal to any cash paid by the Optionee plus the amount of income recognized by the Optionee as a result of such exercise, and will have a holding period commencing with the day after the date of exercise. If the exercise price of a Nonqualified Option is paid by the Optionee using a portion of the shares of stock acquired on exercise of th...
NONQUALIFIED OPTIONS. The options granted hereunder are intended to be Nonqualified Options as defined in the 2008 Plan.
NONQUALIFIED OPTIONS. Options issued under the Plan may be Incentive Stock Options or nonqualified stock Options. Any other provision of the Plan to the contrary notwithstanding, nonqualified stock options granted hereunder shall be subject to such terms and conditions and be exercisable at such price as the Committee, in its sole discretion, determines to be appropriate; provided, however, that each such nonqualified Option shall clearly be identified as such. No subsequent determination that an Option granted hereunder which is intended to be an Incentive Stock Option fails to qualify as such shall affect the validity or enforceability of such Option, which shall be considered a validly issued nonqualified Option. To the extent any Option granted hereunder as an Incentive Stock Option exceeds the limit set forth in the first sentence of Section 10 hereof, such Option shall be bifurcated, and as to the number of shares, the aggregate price of which would not exceed such limit, the Option shall be considered an Incentive Stock Option, and as to the excess, such Option shall be considered a nonqualified Option.
NONQUALIFIED OPTIONS. Concurrently and as of even date herewith, the Company shall grant to the Executive non-qualified options or warrants (“Options”) covering 1,000,000 shares (the “Option Shares”) of the Company’s common stock, $.0001 par value (the “Common Stock”). The Options shall vest in equal monthly installments over the five-year period commencing on the Effective Date (e.g., first monthly vesting will occur on August 1, 2002), subject to the Executive continuing to be employed hereunder at the time specified for vesting, shall be exercisable to the extent then vested and shall be exercisable at an exercise price (“Exercise Price”) per Option Share equal to the fair market value of a share of Common Stock on the date hereof (which, for purposes of this Agreement, shall be deemed to be the greater of average closing price of the Common Stock in the principal market in which it is being traded during the five trading days immediately preceding the date hereof or $.60) and shall expire to the extent not theretofore exercised upon the earliest to occur of (a) the sixth anniversary of the Effective Date; (b) 90 days following the date of termination of the Executive’s employment for any reason other than those set forth below in this Section 5.3(c) hereof; or (c) immediately in the event of any termination by the Company of the Executive’s employment pursuant to Section 8.1 hereof or any termination by the Executive of such employment pursuant to Section 8.3 hereof. The number of Option Shares and the Exercise Price thereof shall be subject to equitable and proportionate adjustment as determined by the Board from time to time to reflect stock splits, reverse stock splits, stock dividends, recapitalizations, reclassifications and similar events of dilution. The Options will not be exercisable by the Executive unless or except to the extent that (a) the underlying Option Shares are registered under the Securities Act of 1933, as amended, and registered or qualified under applicable state securities laws (collectively, the “Securities Laws”), or (b) in the reasonable opinion of counsel to the Company, exemptions from the registration and qualification provisions of such Securities Laws are applicable to the transaction. The Options will also contain such investment representations by the Executive as may reasonably be requested by the Company’s counsel to insure compliance with applicable Securities Laws. The Options will be contained in a separate document in customary form ...
