Options/Rights. Restricted Stock and Incentive Shares may be granted or awarded only to Employees and Directors, provided, however, that Directors, other than Employee Directors, may not be granted Incentive Stock Options. A Director, Employee or Employee Director who has been granted an Option or Right or awarded Restricted Stock or Incentive Shares may be granted additional Options and Rights or awarded additional shares of Restricted Stock or Incentive Shares.
Options/Rights. Except as set forth in Schedule 8.4, there are no (i) options, warrants, calls, rights, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase or otherwise acquire any limited liability company membership interests of Reenergy, (ii) securities or debt convertible into or exchangeable for Reenergy limited liability company membership interests or obligating Reenergy to grant, extend or enter into any such option, warrant, call, commitment, conversion privileges or preemptive or other right or agreement, or (iii) voting agreements, rights of first refusal, preemptive rights, co-sale rights, or other restrictions applicable to any outstanding limited liability company membership interests of Reenergy.
Options/Rights. Except as disclosed in Section 3.2(a) or on Item 3.2, there are no options, warrants, calls, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase any of the Company's authorized but unissued capital stock or any securities convertible into or exchangeable for shares of the Company's capital stock or obligating the Company to grant, extend, or enter into any such option, warrant, call, right, commitment, conversion privilege or other right or agreement, and there is no liability for dividends accrued but unpaid. Except as described in Item 3.2, there are no voting agreements, rights of first refusal or other restrictions (other than normal restrictions on transfer under applicable federal and state securities laws) applicable to any of the Company's outstanding securities. Except as described in Item 3.2, the Company is not under any obligation to register under the Securities Act any of its presently outstanding securities or any securities that may be subsequently issued.
Options/Rights. Except as disclosed in Section 2.3(a) or on Item 2.3, there are no options, warrants, calls, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase any of Target's authorized but unissued capital stock or any securities convertible into or exchangeable for shares of Target Stock or obligating Target to grant, extend, or enter into any such option, warrant, call, right, commitment, conversion privilege or other right or agreement, and there is no liability for dividends accrued but unpaid. Except as described in Item 2.3, there are no voting agreements, rights of first refusal or other restrictions (other than normal restrictions on transfer under applicable federal and state securities laws) applicable to any of Target's outstanding securities. Except as described in Item
Options/Rights. Company has reserved an aggregate of 3,060,000 shares of Company Common Stock for issuance pursuant to the Stock Plans. A total of 1,305,750 shares of Company Common Stock are subject to outstanding Company Options as of the date of this Agreement. Schedule 2.3(b) sets forth for each Company Option as of the date hereof (i) the name and address of the holder of such Company Option, (ii) the grant date for the Company Option, (iii) the exercise price of such Company Option, (iv) the number of shares covered by such Company Option, (v) the vesting schedule for such Company Option, (vi) the extent such Company Option is vested as of the date of this Agreement, (vii) whether the Company Option is an ISO or NQSO, (viii) whether the Company Option is a Milestone Option or an Additional Option (as defined in the Option Agreement) and (ix) the social security number of such holder. The Milestone Options and Additional Options have vesting schedules required by the Option Agreement. No Company Option provides for any acceleration of vesting or exercisability. In addition, Schedule 2.3(b) sets forth as of the date hereof all holders of shares of Company Restricted Stock and for each such person, the number of shares of Company Restricted Stock held, the terms of Company’s rights to repurchase such Company Restricted Stock, the schedule on which such rights lapse, whether such repurchase rights lapse in full or in part as a result of the Merger or upon any other event, the date of purchase of the Company Restricted Stock, the purchase price for the Company Restricted Stock, the fair market value on the date of purchase of such Company Restricted Stock and the social security number for such holder. True and correct copies of each Stock Plan, the standard agreement under each Stock Plan and each agreement for each Company Option that does not conform to the standard agreement under each Stock Plan have been delivered by Company to Parent or its legal counsel, Fenwick & West LLP. All outstanding Company Options have been issued and granted in compliance with all requirements of applicable laws and all requirements set forth in applicable agreements or instruments. Except for Company Options, there are no stock appreciation rights, options, warrants, calls, rights, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase or otherwise acquire any shares of Company Capital Stock or any securities or debt convertible into or ex...
Options/Rights. There are no stock appreciation rights, options, warrants, calls, rights, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase or otherwise acquire any of Cyberworks' authorized but unissued capital stock or any securities or debt convertible into or exchangeable for shares of Cyberworks Common or obligating Cyberworks to grant, extend or enter into such option, warrant, call, commitment, conversion privileges or preemptive or other right or agreement. There is no liability for dividends accrued but unpaid. There are no voting agreements, registration rights, rights of first refusal or other restrictions (other than normal restrictions on transfer under applicable federal and state securities laws) applicable to any of Cyberworks' outstanding securities.
Options/Rights. Restricted Stock and Incentive Shares may be granted or awarded only to Employees, provided, however, that Independent Directors may receive Nonstatutory Stock Options in accordance with the provisions of Article 7.
Options/Rights. An aggregate of 2,600,000 shares of Company Common Stock are reserved and authorized for issuance pursuant to the Company Stock Plan, of which options to purchase a total of 1,797,312 shares of Company Common Stock are outstanding. Except for (i) the Xxxxxx Option, (ii) those options outstanding under the Company Stock Plan, and (iii) as disclosed in Section 2.3.2 of the Company Disclosure Schedule, there are no stock appreciation rights, options, warrants, calls, rights, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase or otherwise acquire any of Company’s authorized but unissued capital stock or any securities or debt convertible into or exchangeable for shares of Company Preferred Stock and Company Common Stock or obligating Company to grant, extend or enter into such option, warrant, call, commitment, conversion privileges or preemptive or other right or agreement. Company has delivered to Buyer a correct and complete list of each Company Option and Company Warrant outstanding as of the date hereof, including the name of the holder of such Company Option or Company Warrant, the number of shares covered by such Company Option or Company Warrant, the per share exercise price of such Company Option or Company Warrant and the vesting commencement date and vesting schedule applicable to each such Company Option, including the number of shares vested as of the date of this Agreement. Except as set forth in Section 2.3.2 of the Company Disclosure Schedule and Exhibit B, no other outstanding option, warrant, call, commitment, conversion privileges or preemptive or other right or agreement, whether under the Company Stock Plan or otherwise, will be accelerated in connection with the Merger. Any acceleration of options to purchase Company Common Stock has been done in accordance with the terms of the Company Plan or with the consent or approval of the holders of such securities.
Options/Rights. Except as disclosed in Section 3.2(a) or on Item 3.2 of the Shareholders' Disclosure Schedule, there are no options, warrants, calls, commitments, conversion privileges or preemptive or other rights or agreements outstanding to purchase any of the Company's authorized but unissued capital stock or any securities convertible into or exchangeable for shares of the Company's capital stock or obligating the Company to grant, extend, or enter into any such option, warrant, call, right, commitment, conversion privilege or other right or agreement, and there is no liability for dividends accrued but unpaid. Except as described in Item 3.2 of the Shareholders' Disclosure Schedule, there are no voting agreements, rights of first refusal or other restrictions (other than normal restrictions on transfer under applicable federal and state securities laws) applicable to any of the Company's outstanding securities. Except as described in Item 3.2, the Company is not under any obligation to register under the Securities Act any of its presently outstanding securities or any securities that may be subsequently issued.
Options/Rights. Upon (i) exercise of the Second Option by LI3, and (ii) payment of the Second Option’s exercise price, Lacus shall transfer to LI3 twenty percent (20%) of the issued and outstanding shares of the Newco.
