Share and Option Plans Sample Clauses

Share and Option Plans. 10.1 Elster has implemented a long term incentive plan (the “LTIP”) for certain members of the Elster management. The participants and awards are shown in the agreed form LTIP table.
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Share and Option Plans. The Service involves the administration of the Universal Share Option Plan (USOP), the Transitional Share Plan (TSP), the Executive Share Option Plan (ESOP), the Employee Share Acquisition Plan (ESAP) and the Cash Award Share Plan (CASP) for Australian based RGL employees. Specifically this will involve: • Maintaining records of shares and options on the XXXXX data base. • Communications to share and option holders when necessary. • Disposal and transfer of shares/options. • Complying with legislative requirements. • Dividend distributions. • Liaising with Share Registry. • Responding to general enquiries. • Excluded is any share / option plan administration for USA employees. Training in processes: • CSR will manage the transitional process in order to fully train the RGL representative in all aspects of share and option plan management. Term Initial Period 01/04/03 – 31/03/04 First Extension Period 01/04/04 -30/09/04 Second Extension Period 01/10/04 – 30/09/05 Charges Fees will be calculated on the following basis: $ 5,500.00 per month Should the contract be extended into the second year, fees will be adjusted in line with any change to the costs of providing the service. Reviews/Meetings Formal quarterly meetings will be held between contract managers nominated below.
Share and Option Plans. The Service involves the administration of the Universal Share Option Plan (USOP), the Transitional Share Plan (TSP), the Executive Share Option Plan (ESOP), the Employee Share Acquisition Plan (ESAP) and the Cash Award Share Plan (CASP) for Australian based RGL employees. Specifically this will involve: • Maintaining records of shares and options on the XXXXX data base. • Communications to share and option holders when necessary. • Disposal and transfer of shares/options. • Complying with legislative requirements. • Dividend distributions. • Liaising with Share Registry. • Responding to general enquiries. • Excluded is any share / option plan administration for USA employees. Training in processes: • CSR will manage the transitional process in order to fully train the RGL representative in all aspects of share and option plan management. Term Initial Period 01/04/03 – 31/03/04 First Extension Period 01/04/04 -30/09/04 Second Extension Period 01/10/04 – 30/09/05 Charges Fees will be calculated on the following basis: $ 5,500.00 per month Should the contract be extended into the second year, fees will be adjusted in line with any change to the costs of providing the service. Reviews/Meetings Formal quarterly meetings will be held between contract managers nominated below. Contract Managers Xxxxxxxx Xxxxxx will manage the service provided by CSR. Xxxx Xxxxxx / Xxxxx Xxxxxxxx will be responsible for RGL. 7 CSR HR: Vehicle Administration Service to be provided Vehicle administration - RMH owned and Novated • New vehicles – prompt drivers to change over in line with company policy; check and process orders • Novated – assist senior managers with documentation; liaise with LeasePlan throughout ordering process; record vehicle charge on payroll; confirm revised remuneration package to employee. • Process sales to employees and sale of surplus vehicles • Vehicle transfers – prompt managers following driver termination/transfer; record transfers and FBT declarations • Process infringements and manage those that go to court • Process authorities for accident damage >$3,000 for company or third party vehicles. Provide managers with accident details for all accidents. • Provide external partners - LeasePlan and Asset Capital - with changes to cost centres and drivers. • Review and up-date XXXXX system with all vehicle records to ensure FBT can be accurately and appropriately calculated a) on a routine basis for display on payslips and b) at FBT year-end. • Ensure proc...

Related to Share and Option Plans

  • Share Option Plans Each share option granted by the Company under the Company’s share option plan was granted (i) in accordance with the terms of the Company’s share option plan and (ii) with an exercise price at least equal to the fair market value of the Ordinary Shares on the date such share option would be considered granted under GAAP and applicable law. No share option granted under the Company’s share option plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, share options prior to, or otherwise knowingly coordinate the grant of share options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Option Plans There is no share option plan or similar plan to acquire any additional shares or units or other equity interests, as the case may be, of the Corporation or securities convertible or exercisable into or exchangeable for, or which otherwise confer on the holder thereof any right to acquire, any such additional shares or units or equity interests, as the case may be, except as set forth on Schedule 1.7(a) to this Agreement.

  • Company Stock Option Plans Simultaneously with the execution of this Agreement, the Board of Directors of the Company (or, if appropriate, any committee administering the Company Stock Option Plans) shall adopt such resolutions or take such other actions as are required to effect the transactions contemplated by Section 2.10 in respect of all outstanding Options and thereafter the Board of Directors of the Company (or any such committee) shall adopt any such additional resolutions and take such additional actions as are required in furtherance of the foregoing.

  • Stock Option Plans Each stock option granted by the Company under the Company’s stock option plan was granted (i) in accordance with the terms of the Company’s stock option plan and (ii) with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s stock option plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

  • Vested Company Options No Vested Company Options shall be assumed or continued by Parent and the Company in connection with the Merger or the other transactions contemplated hereby. Each Vested Company Option outstanding as of immediately prior to the Effective Time shall be cancelled and converted automatically into the right to receive at the Effective Time with respect to each share subject thereto, subject to the execution and delivery by such Company Option Holder of an option cancellation agreement (which shall include a release) in a form mutually acceptable to Parent and the Company (an “Option Cancellation Agreement”), an amount in cash, without interest, equal to the excess, if any, of the Per Share Common Consideration for each share of Company Common Stock issuable upon the exercise in full of such Company Option over the per share exercise price of such Vested Company Option (such excess amount being hereinafter referred to as the “Vested Company Option Cash Out Amount”), subject to adjustment in accordance with Section 1.6. Vested Company Options with a per share exercise price greater than or equal to the Per Share Common Consideration shall be cancelled without consideration. The payment of the Vested Company Option Cash Out Amount to any holder of Vested Company Options shall be paid at such time(s) provided in this Agreement to the Surviving Corporation for further payment to the holders of Employee Company Options through the Surviving Corporation’s payroll processing system net of applicable Tax withholding and deductions, and in respect of Non-Employee Company Options, shall be paid to the Payment Agent for further payment to the Non-Employee Company Option Holders. For purposes of calculating the aggregate amount of consideration payable in respect of each Vested Company Option pursuant to this Section 1.3(c), (x) all shares of Company Common Stock issuable upon the exercise in full of the Vested Company Options held by each holder of Vested Company Options shall be aggregated and (y) the amount of cash to be paid to each such holder of Vested Company Options shall be rounded down to the nearest whole cent.

  • Company Stock Plans (a) The Company shall take such action as shall be required:

  • Share Options With respect to the share options (the “Share Options”) granted pursuant to the share-based compensation plans of the Company and its subsidiaries (the “Company Share Plans”), (i) each Share Option intended to qualify as an “incentive stock option” under Section 422 of the U.S. Internal Revenue Code of 1986, as amended (the “Code”), so qualifies, (ii) each grant of a Share Option was duly authorized no later than the date on which the grant of such Share Option was by its terms to be effective (the “Grant Date”) by all necessary corporate action, including, as applicable, approval by the board of directors of the Company (or a duly constituted and authorized committee thereof) and any required shareholder approval by the necessary number of votes or written consents, and the award agreement governing such grant (if any) was duly executed and delivered by each party thereto, (iii) each such grant was made in accordance with the terms of the Company Share Plans, the Exchange Act, and all other applicable laws and regulatory rules or requirements, including the rules of the New York Stock Exchange (the “Exchange”), and (iv) each such grant was properly accounted for in accordance with IFRS in the financial statements (including the related notes) of the Company. The Company has not knowingly granted, and there is no and has been no policy or practice of the Company of granting, Share Options prior to, or otherwise coordinating the grant of Share Options with, the release or other public announcement of material information regarding the Company or its subsidiaries or their results of operations or prospects.

  • Company Stock Options (i) Effective as of the Effective Time, each then outstanding option to purchase shares of Company Common Stock (each a “Company Stock Option”), pursuant to the Company’s equity-based compensation plans (the “Company Stock Plans”) and the award agreements evidencing the grants thereunder, granted prior to the date of this Agreement to any current or former employee or director of, consultant or other service provider to, the Company or any of its Subsidiaries shall immediately vest and become exercisable in accordance with the terms of the Company Stock Plans, shall be assumed by Parent and shall, by virtue of the Merger and without any action on the part of the holder thereof, be converted into an option to purchase a number of shares of Parent Common Stock (an “Assumed Stock Option”) equal to (i) the number of shares of Company Common Stock subject to such Company Stock Option immediately prior to the Effective Time multiplied by (ii) the Equity Award Exchange Ratio (rounded down to the nearest whole share); and the per share exercise price for Parent Common Stock issuable upon the exercise of such Assumed Stock Option shall be equal to (i) the exercise price per share of Company Common Stock at which such Company Stock Option was exercisable immediately prior to the Effective Time divided by (ii) the Equity Award Exchange Ratio (rounded up to the nearest whole cent), provided, however, that such conversion and assumption of the Assumed Stock Options shall comply with the regulations and other binding guidance under Section 409A of the Code. Except as otherwise provided herein, the Assumed Stock Options shall be subject to the same terms and conditions (including expiration date and exercise provisions after taking into account the accelerated vesting of the Company Stock Options as of the Effective Time as contemplated by the Company Stock Plans) as were applicable to the corresponding Company Stock Options immediately prior to the Effective Time.

  • Equity Awards You will be eligible to receive awards of stock options or other equity awards pursuant to any plans or arrangements the Company may have in effect from time to time. The Board or Committee, as applicable, will determine in its sole discretion whether you will be granted any such equity awards and the terms of any such award in accordance with the terms of any applicable plan or arrangement that may be in effect from time to time.

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