Options and Restricted Stock. Notwithstanding the terms of any plan, program or arrangement maintained by the Company:
Options and Restricted Stock. 50% of the unvested shares subject to all of Executive’s options (the “Options”) to purchase Company common stock outstanding on the date of such termination (whether granted to Executive on, before or after the date of this Agreement) and 50% of any of Executive’s shares of Company common stock subject to a Company repurchase right upon Executive’s termination of employment for any reason (the “Restricted Stock”) whether acquired by Executive on, before or after the date of this Agreement, will immediately vest upon such termination. In all other respects, such Options and Restricted Stock will continue to be subject to the terms and conditions of the stock plans, if any, under which they were granted and any applicable agreements between the Company and Executive.”
Options and Restricted Stock. 100% of the unvested shares subject to all of Employee’s Options and 100% any of Employee’s shares of Company common stock subject to a Company repurchase right upon Employee’s termination of employment for any reason (the “Restricted Stock”) whether acquired by Employee on, before or after the date of this Agreement, will immediately vest upon such termination. With respect to all of Employee’s Options outstanding on the date of such termination (whether granted on, before or after the date of this Agreement), Employee will have the period following such termination of employment to exercise such Options that is specified in the stock plans, if any, under which the Options were granted and in any applicable agreements between the Company and Employee; provided, however, that all Options will immediately terminate and Employee will have no further rights with respect to such Options in the event Employee engages in Competition or breaches the covenants in Section 6 or in the separation agreement and release of claims during such period. In all other respects, such Options will continue to be subject to the terms and conditions of the stock plans, if any, under which they were granted and any applicable agreements between the Company and Employee.
Options and Restricted Stock. Vivendi shall use its reasonable best efforts to ensure that each USAi Business Employee, who holds stock options to acquire USAi Common Stock, whether vested or unvested, in- the-money or underwater (the "USAi Options") and/or USAi restricted Common Stock awards (the "USAi Restricted Stock", collectively with the USAi Options, the "USAi Equity Awards"), shall be awarded, as of the Closing Date (or, if the date of forfeiture of the USAi Option is 90 days or more following the Closing Date, as soon as reasonably practicable following the applicable forfeiture date), subject to the forfeiture of any USAi Equity Award, stock options, restricted stock or other equity-based compensation in respect of Vivendi American Depositary Shares representing Vivendi ordinary shares par value Euro 5.50 per share (the "ADSs") that have a "value" that is at least equal to the "value" of the forfeited USAi Equity Awards (the "Vivendi Replacement Awards"). The Vivendi Replacement Awards shall at a minimum (a) preserve the intrinsic value (i.e., the "spread") of the USAi Options that are in-the- money (relative to the fair market value of the ADSs underlying the Vivendi Replacement Awards) and the fair market value of the USAi Restricted Stock and (b) with respect to USAi Options that are underwater, have an exercise price such that the Vivendi Replacement Awards are not underwater by a greater percentage of fair market value than the underwater USAi Options, in all cases measured as of the date of grant of the Vivendi Replacement Awards. USAi represents that the maximum number of shares of USAi Restricted Stock held by USAi Business Employees that will be required to be replaced with Vivendi Replacement Awards is 57,500 shares of USAi Common Stock.
Options and Restricted Stock. Any options or restricted stock awarded to Executive shall, in the event of a termination of Executive’s employment and except as otherwise provided in this Article 3, be governed by the provisions of the applicable award agreement; provided that the accelerated vesting and stock option exercise provisions of this Article 3 shall, if triggered, control in the event of any inconsistency with any such agreement and the stock option or stock restriction plan and all related agreements. Notwithstanding anything herein to the contrary, upon the occurrence of a Change of Control all unvested restricted shares of Company stock held by Executive subject to performance-based vesting provisions shall hereby be amended to eliminate such performance-based vesting provisions and substitute time-based vesting provisions on the basis that such unvested shares shall vest ratably over the period commencing on the date of the Change of Control and ending on the last day of the measuring period to be used for determining whether the performance criteria would have been satisfied.
Options and Restricted Stock. Effective upon the Start Date, Executive shall be granted (a) an option to purchase 300,000 shares of the Company’s common stock (the “Option”) and (b) 100,000 shares of restricted stock (the “Restricted Stock”). The Option shall have an exercise price equal to the last sale price of such Common Stock as quoted on the Nasdaq on the Start Date, shall have a term of seven years, shall not be exercisable on the date of grant, but shall become exercisable with respect to 100,000 shares on each of the first, second and third anniversaries of the Start Date (provided that the Executive has not previously been terminated by the Company for Cause, or has not resigned without Good Reason), and shall have other provisions, including provisions relating to the acceleration of vesting in the event of a Change of Control, as are contained in the Company’s 2015 Omnibus Incentive Plan and form stock option agreement. The Restricted Stock shall be subject to a risk of forfeiture back to the Company in the event the Executive’s employment with the Company is terminated by the Company for Cause, or by the Executive without Good Reason, which risk of forfeiture shall lapse (the Restricted Stock shall vest) with respect to a cumulative one-third of the shares on each of the first, second and third anniversaries of the Start Date, but shall also lapse in the event of a Change of Control, as set forth in the Company’s 2015 Omnibus Incentive Plan and form restricted stock agreement.
Options and Restricted Stock. As of the Effective Date:
Options and Restricted Stock. If the Executive’s Date of Termination occurs during the Agreement Term under circumstances described paragraph 3(d) (relating to Constructive Discharge) or paragraph 3(f) (relating to termination by the Employer without Cause):
Options and Restricted Stock. For good and valuable consideration, the receipt of which is hereby acknowledged (including, without limitation, employment with the Company following the Closing), Assignor hereby acknowledges and consents to the cancellation and termination by the Company of any and all outstanding unvested awards (or portions thereof) granted to Assignor under the Broad Oak Energy, Inc. 2006 Stock Incentive Plan, as amended (the “Plan”). Assignor further acknowledges and consents to the settlement in cash by the Company of any and all outstanding vested Options (or portions thereof) granted to Assignor under the Plan.
Options and Restricted Stock. 100% of the unvested shares subject to all of Executive’s options (the “Options”) to purchase Company common stock outstanding on the date of such termination (whether granted to Executive on, before or after the date of this Agreement) and 100% of any of Executive’s shares of Company common stock subject to a Company repurchase right upon Executive’s termination of employment for any reason (the
