Common use of Removal by Stockholders Without Cause and Expiration of Term of Office Clause in Contracts

Removal by Stockholders Without Cause and Expiration of Term of Office. If prior to the exercise of the Option, the Optionee’s service as a Director shall be terminated as a result of expiration of the Director’s term of office without an accompanying renomination or reelection of such Director, then the Option (subject to clause (g) below) shall become exercisable at the time of such termination and may be exercised at any time within three months after the Optionee’s termination of service as a Director, provided that, if such termination occurs during a Company trading blackout period established pursuant to the Company’s then existing Xxxxxxx Xxxxxxx Policy (the “Trading Blackout”), such Option (subject to clause (g) below) may be exercised at any time starting from the Optionee’s termination date through the last day of the third month following the expiration date of such Trading Blackout period. If prior to the exercise of the Option, the Optionee’s service as a Director shall be terminated as a result of (i) removal by the Company’s stockholders without cause or (ii) the tendering of the Optionee’s resignation as a Director upon expiration of his or her term of office, then the Option (subject to clause (g) below) may be exercised at any time within three months after the Optionee’s termination of service as a Director, provided that, if such termination occurs during a Trading Blackout, such Option (subject to clause (g) below) may be exercised at any time starting from the Optionee’s termination date through the last day of the third month following the expiration date of such Trading Blackout period.

Appears in 5 contracts

Samples: Nonqualified Stock Option Agreement (Health Net Inc), Nonqualified Stock Option Agreement (Health Net Inc), Nonqualified Stock Option Agreement (Health Net Inc)

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