Sign-On Option Grant Sample Clauses

Sign-On Option Grant. As soon as practicable following the Commencement Date, Executive shall receive a one-time grant (the “Sign-On Option Grant”) of options to acquire shares of Common Stock at an exercise price per share equal to the fair market value of such shares on the date of grant and calculated in accordance with the applicable Equity Plan. The Sign-On Option Grant shall cover a number of shares of Common Stock resulting in a grant date fair value equal to $1,000,000 based on a Black-Scholes calculation. The Sign-On Option Grant shall vest in four equal annual (25%) installments over the first four anniversaries of the date of grant so long as the Executive remains employed by the Company through such dates.
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Sign-On Option Grant. On the Effective Date, the Executive shall be issued a one-time sign-on option grant of 6,500,000 nonqualified stock options (the “Options”) to purchase shares of the Company’s common stock at a price per share equal to the closing price of the Company’s common stock on the New York Stock Exchange on the Effective Date. The Options shall be granted under the form of stock option agreement attached hereto as Exhibit A (the “Nonqualified Option Agreement”). Notwithstanding anything to the contrary in the Incentive Plan or any stock option agreement thereunder, the following provisions of this Section 3(c) shall govern the terms of the Options (and all other outstanding options issued by the Company to the Executive to the extent specifically provided). Upon (i) a Change of Control of the Company, all outstanding Options shall become fully vested and exercisable immediately prior to such Change of Control, and (ii) termination of the Executive’s employment without Cause by the Company or by the Executive for Good Reason (in either case, other than in the context of a Change of Control of the Company), then an additional amount of outstanding Options granted by the Company to the Executive shall become vested and immediately exercisable as of the date of such termination in accordance with the provisions of the immediately following sentence. For each outstanding Option, such additional amount shall be equal to the number of Options that would vest on the next vesting tranche multiplied by a fraction where (1) the numerator is 12 plus the number of full and fractional months that had elapsed between the Option vesting date immediately prior to such termination and such termination date, and (2) the denominator is 12. Upon a non-renewal of this Agreement by the Company, the Executive shall vest pro rata in the next vesting tranche to the extent he continues to be employed by the Company beyond the expiration of the Term, such pro rata portion to be based on the full and fractional months that elapse from the day immediately after the expiration of the Term through his termination of employment with the Company. Upon a termination of the Executive’s employment by the Company without Cause or for non-renewal, or by the Executive for Good Reason, all outstanding options granted by the Company to the Executive (whether part of the Options or not) shall (to the extent vested) remain exercisable for at least 180 days after the termination, or until the end of the ter...
Sample 1
Sign-On Option Grant. In connection with your entering into this letter agreement, we shall grant to you on November 25, 2020 (the “Grant Date”), under the Company’s 2015 Equity Incentive Plan, as amended, or any successor plan (the “Equity Plan”), an option (the “Option”) to purchase up to 2,000,000 shares (each, an “Option Share”) of the common stock, par value $0.0001 per share (the “Common Stock”), of the Company, at a per Option Share purchase (exercise) price equal to the Fair Market Value of the Common Stock on the Grant Date (as Fair Market Value is defined in the Equity Plan). The Option shall have a term of ten years and, except as provided in Section 5(a)(iii) and Section 5(b)(iv) below, shall vest in equal quarterly installments over the four year period following the Grant Date (each, a “Vesting Date”), provided that you are employed by the Company on the relevant Vesting Date, and otherwise subject to the provisions of the Equity Plan. For the avoidance of doubt, except as provided in Section 5(a)(iii) ACTIVE.125427969.08 and Section 5(b)(iv) below, in the event you terminate employment with the Company prior to full vesting of the Option, the unvested portion of the Option will expire and terminate in full as of such termination and you will not have any right to exercise the unvested portion of the Option. The vested portion of the Option will be exercisable for the period and under the terms provided in the Equity Plan. The number of Option Shares and purchase price shall be adjusted in the event of any stock splits, mergers, consolidations or similar transactions. The Option shall be evidenced by a Stock Option Agreement in the form attached as Exhibit A to this letter agreement (the “Option Agreement”). The Option granted pursuant to this letter agreement, Common Stock delivered pursuant to this Option, and any gains or profits on the sale of such Common Stock shall be subject to any “clawback” or recoupment policy adopted by the Company. In the event of any conflict between the provisions of this paragraph 3(d) and the provisions of the Equity Plan, the provisions of the Equity Plan shall govern. In the event of any conflict between the provisions of this paragraph 3(d) and the provisions of the Option Agreement, the provisions of this Agreement shall govern.
Sample 1
Sign-On Option Grant. As soon as practicable following the Commencement Date, Executive shall receive a one-time grant (the “Sign-On Option Grant”) of options to purchase shares of the Company’s common stock (the “Common Stock”) at an exercise price per share equal to the fair market value of such shares on the date of grant and calculated in accordance with 2017 Omnibus Incentive Plan. The Sign-On Option Grant shall be in respect of a number of shares of Common Stock equal to $3,000,000 divided by the 30-day volume weighted average price on the Commencement Date. The Sign-On Option Grant shall fully vest on the third anniversary of the date of grant, or, if earlier, (x) when the first vesting tranche of the Sign-On PSUs vest (as provided in Schedule A) or (y) upon a Change in Control (as defined in the Company’s 2017 Omnibus Incentive Plan), provided, in each case, that the Executive remains employed by the Company through such date. Executive acknowledges that no annual equity awards are anticipated until the earlier of 2022 or when the Sign-On PSUs vest.
Sample 1
Sign-On Option Grant. On the Effective Date, the Committee shall grant Executive an option (the “Sign On Option Grant”) to purchase 9,106,709 shares of common stock of the Company (the common stock of the Company is hereafter referred to as a “Share” or the “Shares”), which is intended to equal to four percent (4%) of Shares outstanding on the date of grant on a “fully diluted basis” (as defined in Section 3.3 below) assuming cumulative Equity Raises (a “Cumulative Equity Raise”) of $40,000,000 at a per Share price equal to the Fair Market Value (as defined in the Option Agreement) of a Share on the Effective Date. The Sign On Option Grant shall be granted pursuant to the Stand-Alone Option Agreement attached hereto as Exhibit A (the “Option Agreement”) and the terms and conditions set forth therein.
Sample 1
Sign-On Option Grant. Effective as of the Effective Date, the Company shall grant Executive stock options (the “Sign On Options”). Executive shall be granted 1,678,000 fully paid and nonassessable shares of the Company’s Common Stock, par value $.001 per share, of which (i) 1,250,000 shares shall be granted under the Calpine Corporation 2008 Equity Incentive Plan (the “Equity Plan”) and (ii) 428,000 shares shall be granted outside of the Equity Plan, but shall be subject to the same terms and conditions as are set forth in the Equity Plan. The Sign On Options shall be granted in four (4) tranches. The corresponding number of shares of Company Common Stock and the corresponding exercise price per share for each tranche shall be as follows: the first tranche of 345,000 shares shall have a per share exercise price of $16.60; the second tranche of 394,000 shares shall have a per share exercise price of $19.19; the third tranche of 443,000 shares shall have a per share exercise price of $21.59; and the fourth tranche of 496,000 shares shall have a per share exercise price of $23.99. The Sign On Options shall have a term of seven years. Except to the extent provided in Section 8 or in this Section, the Sign On Options shall vest ratably over a five year period, 20% on each anniversary of the date of grant, provided Executive is employed on such dates by the Company. Upon a Change in Control (as defined below), each Sign On Option shall become fully vested and shall immediately be cancelled, and, in exchange therefor, Executive shall be entitled to receive an amount per share equal to the excess of the per share merger consideration, over the per share exercise price of such Sign On Option. Executive shall in all cases be entitled to receive such amount fully in cash. Within 30 days of the Effective Date, the Company shall file with the Securities and Exchange Commission a registration statement on Form S-8 with respect to all shares of Company Common Stock issuable pursuant to the Sign On Options and shall cause such registration statement to remain in effect for so long as any of the Sign On Options remain outstanding.
Sample 1
Sign-On Option Grant. Upon your execution of this Agreement (the "Effective Date"), the Company will grant to you options (the "Sign-on Options"), attached hereto as Exhibit D, to purchase seven hundred and fifty thousand (750,000) shares of Common Stock with an exercise price of $.35 per share pursuant to the Stock Option Plan, representing approximately 5% of the outstanding shares of Common Stock on a fully diluted basis, as of the Effective Date. Subject to the terms and conditions of Sections 6, 7, 8, 9 and 10 of this 3 CONFIDENTIAL Agreement, the Sign-on Options shall have a vesting period of three years, and on each monthly anniversary of the Effective Date, one thirty-sixth of the Sign-on Options shall vest.
Sample 1
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Sign-On Option Grant. As soon as practicable following the Commencement Date, Executive shall receive a one-time grant (the “Sign-On Option Grant”) of options to acquire shares of Common Stock at an exercise price per share equal to the fair market value of such shares on the date of grant and calculated in accordance with the applicable Equity
Sample 1
Sign-On Option Grant. Subject to the Executive’s continued employment with the Company and compliance with all of the terms and conditions of this Agreement and the Restrictive Covenants Agreement through the grant date of the award contemplated by this paragraph, within 60 days of the Effective Date, the Company will grant the Executive a one-time award of fully-vested options, expiring on December 31, 2026, to acquire up to 1,500,000 Shares, at per-Share exercise prices equal to $2.00 (with respect to 750,000 Shares) and $1.50 (with respect to the remaining 750,000 Shares) (or, if greater, the grant date fair market value of one Share) (the “Sign-On Option Grant”), subject to all of the terms and conditions of any applicable equity incentive plan, an individual award agreement to be entered into by the Executive and the Company, and any other ancillary agreements that Executive may be required to enter into as a condition of the grant (collectively, the “Sign-On Option Documents”). In the event of any conflict between any terms of this Agreement and any terms of the Sign-On Option Documents, the terms of the Sign-On Option Documents will prevail.
Sample 1

Related to Sign-On Option Grant

  • Renewal Options a. Tenant shall have the right and option to renew the Lease (“Renewal Option”) for two (2) successive renewal periods of five (5) years each (each, an “Option Term”); provided, however, the Renewal Option is contingent upon the following: (i) there is not an Event of Default beyond all applicable cure period(s) at the time Tenant gives Landlord notice of Tenant’s intention to exercise the Renewal Option or at the expiration of the current Term; (ii) no event has occurred that upon notice or the passage of time would constitute an Event of Default, unless Landlord has given notice of default and Tenant is diligently attempting to cure such event; and (iii) Tenant is occupying the Premises. Following expiration of the final Option Term allowable hereunder, Tenant shall have no further right to renew the Lease pursuant to this Section 5. b. Tenant shall exercise the Renewal Option by giving Landlord notice at least one hundred eighty (180) days prior to the expiration of the current Term. If Tenant fails to give notice to Landlord prior to the 180-day period, then Tenant shall forfeit the Renewal Option. If Tenant exercises the Renewal Option, then during the Option Term, Landlord and Tenant’s respective rights, duties and obligations shall be governed by the terms and conditions of the Lease, except as provided otherwise in this Section. Time is of the essence in exercising the Renewal Option. c. The Base Rental for an Option Term shall be the Fair Market Rental Rate. “Fair Market Rental Rate” shall mean the market rental rate for the time period such determination is being made for office space in same class office buildings in the area of Murfreesboro, Tennessee (the “Area”) of comparable condition for space of equivalent quality, size, utility, and location. Such determination shall take into account all relevant factors, including, without limitation, the following matters: the credit standing of Tenant; the length of the term; the fact that Landlord will experience no vacancy period and that Tenant will not suffer the costs and business interruption associated with moving its offices and negotiating a new lease; construction allowances and other tenant concessions that would be available to tenants comparable to Tenant in the Area (such as moving expense allowance, free rent periods, and lease assumptions and take over provisions, if any, but specifically excluding the value of improvements installed in the Premises at Tenant’s cost), and whether adjustments are then being made in determining the rental rates for renewals in the Area because of concessions being offered by Landlord to Tenant (or the lack thereof for the Option Term in question). For purposes of such calculation, it will only be assumed that Landlord is paying a representative of Tenant a brokerage commission in connection with the Option Term in question if Landlord is in fact paying a brokerage commission to a representative of Tenant in connection with the applicable Option Term.

  • Option Grant You have been granted a NON-STATUTORY STOCK OPTION (referred to in this Agreement as your "Option"). Your Option is NOT intended to qualify as an "incentive stock option" under Section 422 of the Internal Revenue Code of 1986, as amended.

  • Renewal Option This Contract may be renewed under the same terms and conditions, subject to the approval of the Commissioner of the Department of Administration and the State Budget Director in compliance with IC § 5-22-17-4. The term of the renewed contract may not be longer than the term of the original Contract.

  • Expansion Option The Borrower may from time to time elect to increase the Revolving Credit Commitments in minimum increments of $25,000,000 (or such lesser amount as the Administrative Agent may agree) so long as, after giving effect thereto, the aggregate amount of such increases does not exceed $50,000,000. The Borrower may arrange for any such increase to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Credit Commitment, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Revolving Credit Commitments, or provide new Revolving Credit Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Borrower, each Letter of Credit Issuer and the Administrative Agent and (ii) (x) in the case of an Increasing Lender, the Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit G hereto, and (y) in the case of an Augmenting Lender, the Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit H hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Revolving Credit Commitments pursuant to this Section 2.15. Increases and new Revolving Credit Commitments created pursuant to this Section 2.15 shall become effective on the date agreed by the Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Credit Commitments (or in the Revolving Credit Commitment of any Lender) shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such increase, (A) the conditions set forth in paragraphs (a) and (b) of Section 6.2 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Borrower and (B) the Borrower shall be in compliance with the covenant contained in Section 9.3 and (ii) the Administrative Agent shall have received documents and opinions consistent with those delivered on the effective date as to the organizational power and authority of the Borrower to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Credit Commitments, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Credit Loans of all the Lenders to equal its Revolving Credit Commitment Percentage of such outstanding Revolving Credit Loans, and (ii) the Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Credit Loans as of the date of any increase in the Revolving Credit Commitments (with such reborrowing to consist of the Types of Revolving Credit Loans, with related LIBOR Periods if applicable, specified in a notice delivered by the Borrower, in accordance with the requirements of Section 2.9). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each LIBOR Loan, shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.11 if the deemed payment occurs other than on the last day of the related LIBOR Periods. Nothing contained in this Section 2.15 shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Credit Commitment hereunder.

  • Stock Option Grant Subject to the provisions set forth herein and the terms and conditions of the Plan, and in consideration of the agreements of the Participant herein provided, the Company hereby grants to the Participant an Option to purchase from the Company the number of shares of Common Stock, at the exercise price per share, and on the schedule, set forth above.

  • Term and Renewal Options The term of service is 24 months (Initial Term). Following the expiration of the Initial Term, service under this option will continue on a month-to-month basis subject to the terms and conditions, including rates and discounts set forth under this option (Extension Term). The Company or the Customer may elect to forego the Extension Term by providing the other party written notice at least 60 days prior to the expiration of the Initial Term. Either party may terminate service during the Extension Term by providing the other party at least 60 days prior written notice. Term shall mean the Initial Term and the Extension Term.

  • Stock Option Grants Pursuant to the following terms and conditions, the Executive shall be eligible to participate in Holdings’ stock option plan and Holdings agrees as follows: i. Holdings shall establish a stock option plan (“Stock Option Plan”) providing for grants of options (the “Stock Options”) to purchase the common stock of BD Investment Holdings Inc., par value $0.01 (the “Buyer Common Stock”) in amounts not less than (i) 2% of the Buyer Common Stock (on a fully-diluted post-exercise basis) in the aggregate per year for all executives, employees and financial advisors of the Company and its subsidiaries, including the Executive selected by the Board after consultation with, and based on the recommendation of, the CEO, for the calendar years beginning on January 1, 2008 and January 1, 2009 and (ii) 2.5% of the Buyer Common Stock (on a fully-diluted post-exercise basis) in the aggregate per year for all executives, employees and financial advisors of the Company and its subsidiaries, including the Executive, selected by the Board after consultation with, and based on the recommendation of, the CEO, for the calendar years beginning on January 1, 2010 and January 1, 2011. ii. Beginning in January 2008, each annual Stock Option grant shall be made between the first and fifteenth business day of the year, unless the CEO, in his sole discretion, shall agree with the Board to a later date during such year (the “Default Date”). If the Board does not approve Stock Option grants in the amounts set forth in Section 4(c)(i) by the Default Date, then Stock Options in such amounts shall be granted pro-rata to existing option holders and employee stockholders as of such date of grant, except that the CEO’s share of such Stock Option grants shall be reduced by 75% and the other four most highly compensated executives’ share of such Stock Option grants shall be reduced by 50%. iii. The per share exercise price of each Stock Option shall be equal to the Fair Market Value of a share of Buyer Common Stock on the date of grant. Each Stock Option granted shall vest in five equal tranches on each of the first five anniversaries of the date of grant subject to the option holder’s continued employment as of each such vesting date; provided, however, that all Stock Options shall automatically vest in full upon a “change in control” (as defined in the Option Plan, it being understood that an IPO shall in no event constitute a change in control). Notwithstanding any provision of this Agreement to the contrary, following an IPO, no additional Stock Options shall be granted pursuant to the Stock Option Plan. iv. Upon termination of his employment, the portion of any Stock Option granted to the Executive which has not yet vested shall terminate. In the event the Executive’s employment terminates for any reason other than for Cause, the Executive may exercise any vested portion of any Stock Option held by him on the date of termination provided that he does so prior to the earlier of (A) ninety (90) days following termination of employment and (B) the expiration of the scheduled term of the Stock Option. Notwithstanding the foregoing, if the Executive’s employment is terminated due to death or disability (as defined in Section 5(b)), then the Executive or, as applicable in the event of death, his beneficiary or estate, may exercise any vested portion of any Stock Option held by the Executive on the date employment terminates for the shorter of (A) the period of twelve (12) months following the termination date and, (B) with respect to each Stock Option individually, the expiration of the scheduled term of such Stock Option. Upon a termination of the Executive’s employment by the Company for Cause, all Stock Options shall be forfeited immediately. v. Holdings, the Company and the Executive agree to cooperate to structure the Stock Option Plan so as to minimize or avoid additional taxes and interest that would otherwise be imposed on the Executive with respect to options granted under the Stock Option Plan pursuant to Section 409A of the Internal Revenue Code as amended (the “Code”); provided, however, that the Company shall have no obligation to grant the Executive a “gross-up” or other “make-whole” compensation for such purpose.

  • Option Right Landlord hereby grants to the originally named Tenant herein (“Original Tenant”), and its “Permitted Assignees”, as that term is defined in Section 14.8, below, one (1) option to extend the Lease Term for a period of five (5) years (the “Option Term”), which option shall be irrevocably exercised only by written notice delivered by Tenant to Landlord not more than twelve (12) months nor less than nine (9) months prior to the expiration of the initial Lease Term, provided that the following conditions (the “Option Conditions”) are satisfied: (i) as of the date of delivery of such notice, Tenant is not in default under this Lease, after the expiration of any applicable notice and cure period; (ii) Tenant has not previously been in default under this Lease, after the expiration of any applicable notice and cure period, more than twice in the twelve (12) month period prior to the date of Tenant’s attempted exercise; and (iii) the Lease then remains in full force and effect. Landlord may, at Landlord’s option, exercised in Landlord’s sole and absolute discretion, waive any of the Option Conditions in which case the option, if otherwise properly exercised by Tenant, shall remain in full force and effect. Upon the proper exercise of such option to extend, and provided that Tenant satisfies all of the Option Conditions (except those, if any, which are waived by Landlord), the Lease Term, as it applies to the Premises, shall be extended for a period of five (5) years. The rights contained in this Section 2.2 shall be personal to Original Tenant and any Permitted Assignees, and may be exercised by Original Tenant or such Permitted Assignees (and not by any other assignee, sublessee or other “Transferee,” as that term is defined in Section 14.1 of this Lease, of Tenant’s interest in this Lease).

  • Option Rights Except as provided below, the Option shall be valid for a term commencing on the Grant Date and ending 10 years after the Grant Date (the "EXPIRATION DATE").

  • Option Granted In consideration of the payment of RMB10 by Party A, the receipt and adequacy of which is hereby acknowledged by Party B, Party B hereby irrevocably grants Party A an irrevocable and exclusive right to purchase, or designate one or more persons (each, a “Designee”) to purchase the equity interests in Party C then held by Party B once or at multiple times at any time in part or in whole at Party A’s sole and absolute discretion to the extent permitted by Chinese laws and at the price described in Section 1.3 herein (such right being the “Equity Interest Purchase Option”). Except for Party A and the Designee(s), no other person shall be entitled to the Equity Interest Purchase Option or other rights with respect to the equity interests of Party B. Party C hereby agrees to the grant by Party B of the Equity Interest Purchase Option to Party A. The term “person” as used herein shall refer to individuals, corporations, partnerships, partners, enterprises, trusts or non-corporate organizations.

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