Payment of the Exercise Price. The Exercise Price for Shares purchased under this Option shall be paid in full to the Company by delivery of consideration equal to the product of the Exercise Price and the number of Shares purchased. Such consideration must be paid in cash or check, except that the Board of Directors, in its sole discretion, may, authorize payment in one or more of the following alternative forms: (a) tendering (either actually or, if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, by attestation) Common Stock already owned by the Holder for at least six months (or any shorter period necessary to avoid a charge to the Company's earnings for financial reporting purposes) having a Fair Market Value on the day prior to the exercise date equal to the aggregate Option Exercise Price; (b) delivery of a full-recourse promissory note in a form satisfactory to the Board of Directors, evidencing a loan made by the Company in its sole discretion, together with any other form of security determined to be necessary by the Board of Directors; (c) if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, delivery of a properly executed exercise notice, together with irrevocable instructions, to (i) a third party designated by the Company to deliver promptly to the Company the aggregate amount of sale or loan proceeds to pay the Option Exercise Price and any withholding tax obligations that may arise in connection with the exercise and (ii) the Company to deliver the certificates for such purchased shares directly to such third party, all in accordance with the regulations of the Federal Reserve Board; or (d) such other consideration as the Board of Directors may permit. The proceeds of any payment shall constitute general funds of the Company. 3
Appears in 4 contracts
Samples: Qualified Stock Option Agreement (Photoworks Inc /Wa), Nonqualified Stock Option Agreement (Photoworks Inc /Wa), Qualified Stock Option Agreement (Photoworks Inc /Wa)
Payment of the Exercise Price. The Exercise Price for Shares purchased under this Option shall be paid in full to the Company by delivery of consideration equal to the product of the Exercise Price and the number of Shares purchased. Such consideration must be paid in cash or check, except that the Board of Directors, in its sole discretion, may, authorize payment in one or more of the following alternative forms: (a) tendering (either actually or, if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, by attestation) Common Stock already owned by the Holder for at least six months (or any shorter period necessary to avoid a charge to the Company's earnings for financial reporting purposes) having a Fair Market Value on the day prior to the exercise date equal to the aggregate Option Exercise Price; (b) delivery of a full-recourse promissory note in a form satisfactory to the Board of Directors, evidencing a loan made by the Company in its sole discretion, together with any other form of security determined to be necessary by the Board of Directors; (c) if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, delivery of a properly executed exercise notice, together with irrevocable instructions, to (i) a third party designated by the Company to deliver promptly to the Company the aggregate amount of sale or loan proceeds to pay the Option Exercise Price and any withholding tax obligations that may arise in connection with the exercise and (ii) the Company to deliver the certificates for such purchased shares directly to such third party, all in accordance with the regulations of the Federal Reserve Board; or (d) such other consideration as the Board of Directors may permit. The proceeds of any payment shall constitute general funds of the Company. 3.
Appears in 1 contract
Samples: Qualified Stock Option Agreement (Photoworks Inc /Wa)
Payment of the Exercise Price. The Exercise Price for Shares purchased under this Option shall be paid in full to the Company by delivery of consideration equal to the product of the Exercise Price and the number of Shares purchased. Such consideration must be paid in cash or check, except that the Board of Directors, in its sole discretion, may, authorize payment in one or more of the following alternative forms: (a) tendering (either actually or, if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, by attestation) Common Stock already owned by the Holder for at least six months (or any shorter period necessary to avoid a charge to the Company's earnings for financial reporting purposes) having a Fair Market Value on the day prior to the exercise date equal to the aggregate Option Exercise Price; (b) delivery of a full-recourse promissory note in a form satisfactory to the Board of Directors, evidencing a loan made by the Company in its sole discretion, together with any other form of security determined to be necessary by the Board of Directors; (c) if and so long as the Common Stock is registered under Section 12(b) or 12(g) of the Exchange Act, delivery of a properly executed exercise notice, together with irrevocable instructions, to (i) a third party designated by acceptable to the Company to deliver promptly to the Company the aggregate amount of sale or loan proceeds to pay the Option Exercise Price and any withholding tax obligations that may arise in connection with the exercise and (ii) the Company to deliver the certificates for such purchased shares directly to such third party, all in accordance with the regulations of the Federal Reserve Board; or (dc) such other consideration (other than a promissory note or other form of indebtedness from Holder to the Company) as the Board of Directors may permit. The proceeds of any payment shall constitute general funds of the Company. 3.
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (Photoworks Inc /Wa)