Common use of Stock Option Acceleration Clause in Contracts

Stock Option Acceleration. Any and all agreements heretofore entered into between the Executive and the Company in evidence of options exercisable with respect to shares of Common Stock granted pursuant to the Plan shall be appropriately amended so that the options granted thereunder shall become immediately exercisable upon termination of the Executive's employment (x) by the Company, other than for Cause or Disability, or (y) by the Executive for Good Reason, in each case under clauses (x) or (y), within the twelve-month period immediately following the occurrence of a Change of Control; provided, however, that exercisability subsequent to a Change of Control shall continue to be governed by and subject to any performance criteria (other than solely the passage of time) set forth therein. The Executive and the Company further agree that any subsequent grant of stock options by the Company under the Plan (which shall be subject to action by the Board, in its sole discretion) shall become immediately exercisable upon termination of the Executive's employment (x) by the Company, other than for Cause or Disability, or (y) by the Executive for Good Reason, in each case under clauses (x) or (y), within the twelve-month period immediately following the occurrence of a Change of Control, and that any and all agreements in evidence thereof shall appropriately reflect such arrangements; provided, however, that exercisability subsequent to a Change of Control may continue to be governed by and subject to any performance criteria (other than solely the passage of time) set forth therein.

Appears in 4 contracts

Samples: Severance Agreement (Electronic Retailing Systems International Inc), Severance Agreement (Electronic Retailing Systems International Inc), Severance Agreement (Electronic Retailing Systems International Inc)

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