Common use of Restriction on Transfer of Option Shares Clause in Contracts

Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting date. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE From Vesting date until the first 0% anniversary of the Vesting date On and after the first anniversary of 20% the Vesting date until the second anniversary of the Vesting date On and after the second anniversary 40% of the Vesting date until the third anniversary of the Vesting date On and after the third anniversary of 60% the Vesting date until the fourth anniversary of the Vesting date On and after the fourth anniversary 80% of the Vesting date until the fifth anniversary of the Vesting date On and after the fifth anniversary of 100% the Vesting date

Appears in 2 contracts

Samples: Stock Option Agreement (World Color Press Inc /De/), Stock Option Agreement (World Color Press Inc /De/)

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Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting dateDate. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date Date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE ----------------- ----------------- From Vesting date Date until the first 0% anniversary of the Vesting date Date 0% On and after the first anniversary of 20% the Vesting date Date until the second anniversary of the Vesting date Date 20% On and after the second anniversary 40% of the Vesting date Date until the third anniversary of the Vesting date Date 40% On and after the third anniversary of 60% the Vesting date Date until the fourth anniversary of the Vesting date Date 60% On and after the fourth anniversary 80% of the Vesting date Date until the fifth anniversary of the Vesting date Date 80% On and after the fifth anniversary of 100% the Vesting dateDate 100%

Appears in 1 contract

Samples: Stock Option Agreement (World Color Press Inc /De/)

Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting dateDate. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date Date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE ---------------- ----------------- From Vesting date Date until the first 0% anniversary of the 0% Vesting date Date On and after the first anniversary of the Vesting Date until the second 20% anniversary of the Vesting date until Date On and after the second anniversary of the Vesting date On and after the second anniversary 40% of the Vesting date Date until the third 40% anniversary of the Vesting date Date On and after the third anniversary of the Vesting Date until the fourth 60% anniversary of the Vesting date until Date On and after the fourth anniversary of the Vesting date On and after the fourth anniversary Date 80% of the Vesting date until the fifth anniversary of the Vesting date Date On and after the fifth anniversary of 100% the Vesting dateDate 100%

Appears in 1 contract

Samples: Stock Option Agreement (World Color Press Inc /De/)

Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting dateDate. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date Date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE From Vesting date Date until the first 0% anniversary of the Vesting date Date On and after the first anniversary of 20% the Vesting date Date until the second anniversary of the Vesting date Date On and after the second anniversary of 40% of the Vesting date Date until the third anniversary of the Vesting date Date On and after the third anniversary of 60% the Vesting date Date until the fourth anniversary of the Vesting date Date On and after the fourth anniversary of 80% of the Vesting date until the fifth anniversary of the Vesting date Date On and after the fifth anniversary of 100% the Vesting dateDate

Appears in 1 contract

Samples: Stock Option Agreement (World Color Press Inc /De/)

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Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting dateDate. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date Date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE ----------------- ----------------- From Vesting date Date until the first 0% anniversary of the Vesting date Date 0% On and after the first anniversary of the Vesting Date until the 20% second anniversary of the Vesting date until Date On and after the second anniversary of the Vesting date On and after Date until the second anniversary 40% of the Vesting date until the third anniversary of the Vesting date Date On and after the third anniversary of the Vesting Date until the 60% fourth anniversary of the Vesting date until Date On and after the fourth anniversary of the Vesting date On and after Date until the fourth anniversary 80% of the Vesting date until the fifth anniversary of the Vesting date Date On and after the fifth anniversary of 100% the Vesting dateDate 100%

Appears in 1 contract

Samples: Stock Option Agreement (World Color Press Inc /De/)

Restriction on Transfer of Option Shares. (a) Except for transfers otherwise permitted by this Agreement, the Optionholder agrees that he or she will not transfer, sell, assign, pledge, hypothecate or otherwise dispose of any Option Shares at any time prior to the fifth anniversary of the Vesting dateGrant Date. The restrictions on transfer provided in this Section 6 shall not apply as of any date (the "Calculation Date") to a number of Option Shares (the "Unrestricted Shares") held in the aggregate by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees equal to the excess, if any, of (i) the product of (A) the total number of Option Shares covered by all Options received by the Optionholder on the Vesting date Grant Date and (B) the Vested Percentage as of such date over (ii) the total number of Option Shares transferred by the Optionholder, the Optionholder's Trust, the Optionholder's Estate and all Pledgees after the date hereof, other than pursuant to transfers permitted by clauses (ii), (iii) and (iv) of Section 5(b) hereof. No transfer of any such shares in violation hereof shall be made or recorded on the books of WCP (or any transfer agent or registrar therefor) and any such transfer shall be null and void and of no force or effect. (b) For purposes of this Agreement, the "Vested Percentage" with respect to Option Shares shall be determined as follows: CALCULATION DATE VESTED PERCENTAGE ----------------- ----------------- From Vesting date Grant Date until the first 0% anniversary of the Vesting date Grant Date 0% On and after the first anniversary of 20% the Vesting date Grant Date until the second 20% anniversary of the Vesting date Grant Date On and after the second anniversary 40% of the Vesting date Grant Date until the third 40% anniversary of the Vesting date Grant Date On and after the third anniversary of 60% the Vesting date Grant Date until the fourth 60% anniversary of the Vesting date Grant Date On and after the fourth anniversary 80% of the Vesting date Grant Date until the fifth 80% anniversary of the Vesting date Grant Date On and after the fifth anniversary of the Grant Date 100% the Vesting date%

Appears in 1 contract

Samples: Stock Option Agreement (World Color Press Inc /De/)

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