Option Amendment Sample Clauses

Option Amendment. OBJ, MGG and Holder hereby agree that:
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Option Amendment. The Option may be amended by the Board of the Company or by the Committee at any time (a) if the Board or the Committee determines, in its sole discretion, that amendment is necessary or advisable in light of any addition to or change in any federal or state, tax or securities law or other law or regulation, which change occurs after the Grant Date and by its terms applies to the Option; or (b) other than in the circumstances described in clause (a) or provided in the Plan, with your consent. The foregoing notwithstanding, the Committee may, in its sole discretion, cancel the Option at any time prior to your exercise of the Option if, in the opinion of the Committee, you engage in activities contrary to the interests of the Company.
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Option Amendment. The Company hereby amends your Performance Option to provide that the Performance Option will remain outstanding after your termination of employment for any reason other than Cause (as defined in the Performance Option) until October 9, 2020 (the “Outside Date” and such period, the “Option Continuation Period”). During the Option Continuation Period, your option will remain eligible to vest pursuant to the original performance vesting terms, whether you or not employed at the time of any achievement, provided the Board will make proportional adjustment to the $10.00 and $2.50 share prices to reflect any stock split, reverse stock split or similar change in capitalization. If the Performance Option does not meet the applicable performance vesting criteria on or prior to the Outside Date, it shall be forfeited in its entirety. In the event the Performance Option achieves the performance criteria on or prior to the Outside Date, it shall remain exercisable until the second anniversary of the termination of your employment (but no later than the original expiration date of the Performance Option).
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Option Amendment. The Option is a nonstatutory option which does not currently permit net-exercise at this time. The Board of Directors of the Company (the “Board”) has agreed to amend the Participant’s outstanding Option to permit net-exercise at this time.
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Option Amendment. BARRA, GAT and Yamaichi shall have executed and delivered the Option Amendment.
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Option Amendment. If Tenant is entitled to and properly exercises the Option to Extend, Landlord shall prepare an amendment (the “Extension Amendment”) to reflect changes to the Lease Term and other appropriate terms. Tenant shall execute (or make good faith comments to) and return the Extension Amendment to Landlord within fifteen (15) business days after Tenant’s receipt of same, but an otherwise valid exercise of the applicable Extension Option shall be fully effective regardless of whether the Extension Amendment is actually executed.
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Option Amendment. On or prior to the Closing, all of the employees of Mint at the Closing Date who have been granted options shall have consented to amendment of their option agreement letter in substantially the form attached hereto as Exhibit E.
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Option Amendment. The Option may be amended by the Board of the Company or by the Committee at any time, in its sole discretion, in the event that the Board determines that any changes in law, rule or regulation require such amendment, provided that such amendment is not materially detrimental to Optionee. Any other amendment of this Option shall require the execution by each of the Company and Optionee of a written amendment agreement.
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Option Amendment. Subject to Section 2 below and contingent upon your continued employment with the Company through the date of the Signing (the “Signing Date”), any and all unvested Options issued and outstanding to you as of the Signing Date that will not by their terms vest in connection with the IPO will automatically vest and, notwithstanding anything to the contrary in the applicable Award Agreement, if your service with the Company terminates for any reason, each of your Options shall remain exercisable following your Date of Termination (as defined in the applicable Award Agreement) for the period set forth in the applicable Award Agreement or, if longer, the Extended Post-Termination Exercise Period. For purposes of this letter agreement, the “Extended Post-Termination Exercise Period” means the date that is six (6) months following such second anniversary of the effective date of the IPO; provided, that, if such date falls during a blackout period, the exercise period will be extended until date that is thirty (30) days following the commencement of the Company’s next open trading window.
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Related to Option Amendment

  • Termination; Amendment a. In addition to the automatic termination of this Agreement specified in Section 1.c. of this Agreement, each party to this Agreement may unilaterally cancel its participation in this Agreement by giving thirty (30) days prior written notice to the other party. In addition, each party to this Agreement may terminate this Agreement immediately by giving written notice to the other party of that other party's material breach of this Agreement. Such notice shall be deemed to have been given and to be effective on the date on which it was either delivered personally to the other party or any officer or member thereof, or was mailed postpaid or delivered to a telegraph office for transmission to the other party's designated person at the addresses shown herein or in the most recent NASD Manual.

  • Modification; Amendment This Agreement may not be modified or amended in any respect except by an instrument in writing signed by the party against whom such modification or amendment is sought to be enforced. No modification or amendment may be enforced against the Company unless such modification or amendment is in writing and authorized by the Board.

  • Extension Amendment Extended Term Loans shall be established pursuant to an amendment (each, a “Extension Amendment”) to this Agreement among Holdings, the Loan Parties, the Agent and each Extending Term Lender providing an Extended Term Loan thereunder, which shall be consistent with the provisions set forth in Section 2.10(a) above, respectively (but which shall not require the consent of any other Lender). The effectiveness of any Extension Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.2 and, to the extent reasonably requested by the Agent, receipt by the Agent of (i) legal opinions, board resolutions and officers’ certificates consistent with those delivered on the Original Closing Date other than changes to such legal opinion resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Agent and (ii) reaffirmation agreements and/or such amendments to the Collateral Documents as may be reasonably requested by the Agent in order to ensure that the Extended Term Loans are provided with the benefit of the applicable Financing Agreements. The Agent shall promptly notify each Lender as to the effectiveness of each Extension Amendment. Each of the parties hereto hereby agrees that this Agreement and the other Financing Agreements may be amended pursuant to an Extension Amendment, without the consent of any other Lenders, to the extent (but only to the extent) necessary to (i) reflect the existence and terms of the Extended Term Loans incurred pursuant thereto, (ii) modify the scheduled repayments set forth in Section 2.2 with respect to any Existing Term Loan Tranche subject to an Extension Election to reflect a reduction in the principal amount of the Term Loans thereunder in an amount equal to the aggregate principal amount of the Extended Term Loans amended pursuant to the applicable Extension Amendment (with such amount to be applied ratably to reduce scheduled repayments of such Term Loans required pursuant to Section 2.2), (iii) modify the prepayments set forth in Section 2.3 to reflect the existence of the Extended Term Loans and the application of prepayments with respect thereto, (iv) make such other changes to this Agreement and the other Financing Agreements consistent with the provisions and intent of Section 12.3(g) (without the consent of the Required Lenders called for therein) and (v) effect such other amendments to this Agreement and the other Financing Agreements as may be necessary or appropriate, in the reasonable opinion of the Agent and the Parent Borrower, to effect the provisions of this Section 2.10, and the Required Lenders hereby expressly authorize the Agent to enter into any such Extension Amendment.

  • Cancellation Amendment The Transfer Agent shall use reasonable efforts to act on all authorized requests to cancel or amend payment orders received in compliance with the Security Procedure provided that such requests are received in a timely manner affording the Transfer Agent reasonable opportunity to act. However, the Transfer Agent assumes no liability if the request for amendment or cancellation cannot be satisfied.

  • Integration; Amendment This Agreement constitutes the entire agreement of the Parties relating to the subject matter hereof. There are no promises, terms, conditions, obligations, or warranties other than those contained herein. This Agreement supersedes all prior communications, representations, or agreements, verbal or written, among the Parties relating to the subject matter hereof. This Agreement may not be amended except in writing.

  • Termination Amendment Waiver 55 Section 6.1. Termination ........................................................................ 55

  • Modification; Amendment; Waiver No modification, amendment or waiver of any provisions of this Agreement shall be effective unless approved in writing by both parties. The failure at any time to enforce any of the provisions of this Agreement shall in no way be construed as a waiver of such provisions and shall not affect the right of either party thereafter to enforce each and every provision hereof in accordance with its terms.

  • Term; Termination; Amendment This Agreement shall become effective and shall run for an initial period as specified for each Fund in Schedule A hereto. This Agreement shall continue in force from year to year after the initial period with respect to each Fund, but only as long as such continuance is specifically approved for each Fund at least annually in the manner required by the 1940 Act and the rules and regulations thereunder; provided, however, that if the continuation of this Agreement is not approved for each Fund, the Sub-Adviser may continue to serve in such capacity for each Fund in the manner and to the extent permitted by the 1940 Act and the rules and regulations thereunder. This Agreement shall automatically terminate in the event of its assignment and may be terminated at any time without the payment of any penalty by either party on sixty (60) days’ written notice to the Sub-Adviser. This Agreement may also be terminated by the Trust with respect to each Fund by action of the Board of Trustees or by a vote of a majority of the outstanding voting securities of such Fund on sixty (60) days’ written notice to the Sub-Adviser by the Trust. This Agreement may be terminated with respect to each Fund at any time without the payment of any penalty by the Manager, the Board of Trustees or by vote of a majority of the outstanding voting securities of the Fund in the event that it shall have been established by a court of competent jurisdiction that the Sub-Adviser or any officer or director of the Sub-Adviser has taken any action which results in a breach of the covenants of the Sub-Adviser set forth herein. The terms “assignment” and “vote of a majority of the outstanding voting securities” shall have the meanings set forth in the 1940 Act and the rules and regulations thereunder. Termination of this Agreement shall not affect the right of the Sub-Adviser to receive payments on any unpaid balance of the compensation described in Section 4 earned prior to such termination. This Agreement shall automatically terminate in the event the Investment Management Agreement between the Manager and the Trust is terminated, assigned or not renewed. This Agreement may be amended, modified or supplemented only by a written instrument duly executed by an authorized representative of each of the parties.

  • Termination Amendment and Waiver 46 7.1 Termination....................................................................................46 7.2

  • Modification, Amendment and Waiver The authority of the Trustees hereunder to authorize the Trust to enter into contracts or other agreements or arrangements shall include the authority of the Trustees to modify, amend, waive any provision of supplement, assign all or a portion of, novate, or terminate such contracts, agreements or arrangements. The enumeration of any specific contracts in this Section 5.12 shall in no way be deemed to limit the power and authority of the Trustees as otherwise set forth in this Declaration of Trust to authorize the Fund to engage, contract with or make payments to such Persons as the Trustees may deem desirable for the transaction of the business of the Fund.

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