Stock Option Plan. The Executive shall be eligible to participate in the Company's Stock Option Plan in accordance with the terms and conditions thereof.
Stock Option Plan. (A) Any of Xx. Xxxxxx'x Options and Stock Appreciation Rights under the Performance Stock Plan (the defined terms of which are incorporated in this Paragraph 2.(d)(i) by reference) which are outstanding as of the Termination Date and which are not then exercisable and vested, shall become fully exercisable and vested to the full extent of the original grant; provided, that in the case of a Stock Appreciation Right, if Xx. Xxxxxx is subject to Section 16(b) of the Exchange Act, such Stock Appreciation Right shall not become fully vested and exercisable at such time if such actions would result in liability to Xx. Xxxxxx under Section 16(b) of the Exchange Act, provided further, that any such actions not taken as a result of the rules under Section 16(b) of the Exchange Act shall be effected as of the first date that such activity would no longer result in liability under Section 16(b) of the Exchange Act.
(B) The restrictions and deferral limitations applicable to any of Xx. Xxxxxx'x Restricted Stock as of the Termination Date shall lapse, and such Restricted Stock shall become free of all restrictions and limitations and become fully vested and transferable to the full extent of the original grant.
(C) The restrictions and deferral limitations and other conditions applicable to any other Awards held by Xx. Xxxxxx under the Stock Performance Plan as of the Termination Date shall lapse, and such other Awards shall become free of all restrictions, limitations or conditions and become fully vested and transferable to the full extent of the original grant.
Stock Option Plan. If at any time or from time to time, the General Partner sells Shares pursuant to any Stock Option Plan, the General Partner shall transfer the net proceeds of the sale of such Shares to the Partnership as an additional Capital Contribution in exchange for an amount of additional Partnership Units equal to the number of Shares so sold divided by the Conversion Factor.
Stock Option Plan. The Company intends to create a plan to issue incentive stock options to certain employees. Employee will be eligible to participate in the stock option plan.
Stock Option Plan. Employee shall, to the extent Employee is otherwise eligible, be entitled to participate in the Company’s stock option plan (the “Stock Option Plan”); provided that any grant of options shall be subject to vesting and other terms and conditions as may be determined by the Board.
Stock Option Plan. This Option is subject to, and the Company and the Grantee agree to be bound by, all of the terms and conditions of the Company's 2004 Non-Statutory Stock Option Plan under which this Option was granted, as the same shall have been amended from time to time in accordance with the terms thereof, provided that no such amendment shall deprive the Grantee, without his consent, of this Option or any of his rights hereunder. Pursuant to said Plan, the board of directors of the Company or its Committee established for such purposes is vested with final authority to interpret and construe the Plan and this Option, and is authorized to adopt rules and regulations for carrying out the Plan. A copy of the Plan in its present form is available for inspection during business hours by the Grantee or other persons entitled to exercise this Option at the Company's principal office.
Stock Option Plan. The Board of Directors of Parent shall adopt the Parent Option Plan reserving for issuance 2,000,000 shares of Parent Common Stock, subject to ratification of Parent’s shareholders after the Effective Time.
Stock Option Plan. This Agreement is entered into pursuant to the terms of the Lowrance Electronics, Inc. 2001 Stock Option Plan, as it may be amended from time to time (the "Plan"), which is incorporated herein and made a part hereof for all purposes. To the fullest extent possible, the terms of this Agreement shall be interpreted in a manner consistent with the terms of the Plan; however, to the extent that any provision of this Agreement conflicts with the express terms of the Plan, it is hereby acknowledged and agreed that the terms of the Plan shall control and, if necessary, the applicable provisions of this Agreement shall be deemed amended so as to carry out the purpose and intent of the Plan; provided, however, under no circumstances shall this Agreement be amended to allow exercise of the Option or any part thereof prior to the occurrence of the events described in Section 4.
Stock Option Plan. As of the Effective Date, the Executive shall be granted an option to purchase 11,730 shares of Common Stock, pursuant to the terms and conditions of the Stock Option Plan of Dex Media, Inc. (the "Option Plan") and an Option Agreement entered into by and between Dex Media, Inc. and the Executive effective as of the date hereof in substantially the form attached hereto as Exhibit B. In the event that the Dex West Transaction is consummated, then as of the Closing Date (as defined in the Xxxxxx Purchase Agreement), the Executive shall be granted an option to purchase 11,729 shares of Common Stock, pursuant to the terms and conditions of the Option Plan and an Option Agreement entered into by and between the Executive and the Company (or its applicable affiliate).
Stock Option Plan. (i) The increase of the number of shares or other securities which have been reserved as of the closing date for the sale and purchase of Series B Preferred Shares for the ESOP to be adopted thereafter, or any adoption of any new ESOP, which will result in the dilution of the equity shareholding of any Investor in the Company, shall be subject to the approval of the holders of two thirds of the voting power of the outstanding Preferred Shares (voting together as a single class and on an as-converted basis), including holders of a majority of the voting power of the outstanding Series C Preferred Shares. For the avoidance of doubt, the ESOP is pre-existing as of the date hereof, shall remain as it is, and shall not further dilute holders of Series C Preferred Shares.
(ii) Subject to the foregoing Section 11.6(i), the adoption, amendment or termination of the ESOP or any other equity incentive, purchase or participation plan for the benefit of any employees, officers, directors, contractors, advisors or consultants of any of the Group Companies shall be approved and passed by a majority of the Board including the affirmative votes of at least one Series A Director, the Series B Director and the TBP Director.
(iii) Notwithstanding the foregoing, the chief executive officer of the Company or other person designated by the Board of the Company, subject to applicable laws and the provisions of the ESOP, may have the authority, in his/her discretion to implement the ESOP, including without limitation, (a) to select the employees, directors and consultants to whom the options, shares or other securities or awards granted or issued under the ESOP (the “Awards”) may be granted from time to time, (b) to determine the number of Shares or the amount of other consideration to be covered by each Award granted, (c) to determine the terms and conditions of any Award granted, (d) to construe and interpret the terms of the ESOP and Awards, (e) to approve forms of Award agreements for use under the ESOP.
(iv) Except with the approval of the Board (including the affirmative votes of at least one Series A Director, the Series B Director and the TBP Director) pursuant to Section 11.6(ii) hereof, all shares, options or other securities or awards granted or issued under the ESOP shall vest over a period of four years following the grant.
(v) The shares issued under the ESOP shall be subject to the Company’s right of first refusal which shall be provided in relevant ESOP documents....
