Stock Options and Other Incentive Programs. Employee shall be eligible to participate in any stock option or other incentive programs available to officers or employees of the Company.
Stock Options and Other Incentive Programs. Executive shall be eligible to participate in any stock option or other incentive programs available to officers or employees of the Company.
Stock Options and Other Incentive Programs. Subject to approval of the Board and the amendment of the Company's 2010 Stock Plan (the "Plan") to authorize an additional 11,618,296 shares under the Plan, the Company will grant Executive (i) an option to purchase 7,094,554 shares of Common Stock of the Company, which will equal approximately 5.5% of the fully diluted capitalization of the Company (the "5.5% Option") and (ii) an option to purchase 644,960 shares of Common Stock of the Company, which will equal approximately 0.5% of the fully diluted capitalization of the Company (the "0.5% Option" and with the 5.5% Option, the "First Options"). Following the closing of the Company's next preferred stock financing (the "Financing") and subject to approval of the Board, the Company will grant Executive (i) an option to purchase the number of shares of Common Stock of the Company, which together with the shares subject to the 5.5% Option, will equal approximately 5.5% of the fully diluted capitalization of the Company (the "Second 5.5% Option") immediately following the Financing and (ii) an option to purchase the number of shares of Common Stock of the Company, which together with the shares subject to the 0.5% Option, will equal approximately 0.5% of the fully diluted capitalization of the Company (the "Second 0.5% Option") immediately following the Financing (collectively, the "Second Options"); provided that the anti-dilution protection for the Second Options will only apply with respect to the first $30 million raised in the Financing to the extent the Financing exceeds $30 million. Each of the First Options and Second Options will be issued at an exercise price equal to the fair market value per share of Common Stock on the date of grant pursuant to the Plan. The 5.5% Option and the Second 5.5% Option will vest as follows: 12/48th of the shares shall vest on the twelve-month anniversary of the Effective Date and 1/48th of the shares shall vest on the same date of each month thereafter. The 0.5% Option and the Second 0.5% Option will vest upon action of the Board or a Change of Control that represents an enterprise value for the Company that is at least $500 million. The options will be an incentive stock option to the maximum extent allowed by the tax code and will be subject to the terms of the Plan and the Stock Option Agreement between Executive and the Company. Executive shall be eligible to receive such additional stock options or other equity incentives as may be determined by the Board.
Stock Options and Other Incentive Programs. Employee shall be eligible to participate in any stock option or other incentive programs available to officers or employees of the Company. Employee shall be granted 50,000 stock options under the terms and conditions of the 1997 Stock Option Plan approved by the board of directors and subject to approval at The Company's annual shareholders meeting scheduled for May 12, 1998.
Stock Options and Other Incentive Programs. (a) Prior to the Effective Time, the Company shall have taken all necessary actions so that at the Effective Time, each unexpired and unexercised stock option under the Company Stock Plans, or otherwise granted by the Company outside of any Company Stock Plan (the "Company Stock Options"), shall become immediately exercisable and will be assumed by Parent as hereinafter provided. At the Effective Time, by virtue of the Merger and without any further action on the part of the Company or the holder thereof, each Company Stock Option will be automatically converted into an option to purchase Parent Common Stock (the "New Parent Stock Options"). With respect to each such New Parent Stock Option (i) the number of shares of Parent Common Stock subject to such New Parent Stock Option will be determined by multiplying the number of shares of Company Common Stock that could have been purchased under such Company Stock Option by the Option Exchange Ratio (as hereinafter defined), and rounding any fractional share up to the nearest whole share, and (ii) the exercise price per share of such New Parent Stock Option will be determined by dividing the exercise price per share specified in the Company Stock Option by the Option Exchange Ratio, and rounding the exercise price thus determined up to the nearest whole cent. Such New Parent Stock Option shall otherwise be subject to the same terms and conditions as such Company Stock Option. At the Effective Time, (i) all references in the Company Stock Plans, the applicable stock option or other awards agreements issued thereunder and in any other Company Stock Options to the Company shall be deemed to refer to Parent; and (ii) Parent shall assume the Company Stock Plans and all of the Company's obligations with respect to the Company Stock Options. The Option Exchange Ratio shall mean $41.00 divided by the Base Period Stock Price.
Stock Options and Other Incentive Programs. The Company currently has in place an Employee Stock Option Plan, pursuant to which options have previously been granted to Employee. Employee shall keep all of such previously granted options, subject to the terms, conditions and obligations contained in the Stock Option Plan and Agreement, and shall be entitled to such additional options at such times, in such amounts and under such conditions as determined by the Board in its discretion. Employee shall be entitled to participate in such other Incentive Plans as may be authorized and adopted from time to time by the Company, provided that the Employee must meet any and all eligibility provisions required under said Incentive Plans.
Stock Options and Other Incentive Programs. (i) In connection with the commencement of Employee's employment, the Board of Directors shall grant to Employee an option to purchase 100,000 shares of the Company's Common Stock, which will have an exercise price of $6.00, the fair market value on the date of the grant. Twenty-five percent (25%) of the option shares shall be vested and immediately exercisable on the date of grant. Twenty-five percent (25%) of the remaining option shares will vest on the one-year anniversary of commencement of employment, and the remainder will vest quarterly over the following three years. Vesting will, of course, depend on Employee's continued employment with the Company. If, during the term of his employment, Employee dies or suffers a Disability (as defined in Section 7 below), the option shares shall become full vested and exercisable. In the event of a sale of all or substantially all of the assets of the Company, or the merger of the Company with or into another corporation, or other change in control (a "Change in Control"), the exercisability of each outstanding option shall automatically be accelerated completely so that one hundred percent (100%) of the number of shares of Common Stock covered by such Option shall be fully vested.
Stock Options and Other Incentive Programs. Employee shall be ------------------------------------------ eligible to participate in the Company's Stock Option Plan, Employee Stock Purchase Plan, and any other incentive programs available to officers or employees of the Company. The Company's Chief Executive Officer shall, within ten (10) business days of the execution of this Agreement, recommend to the Company's board of directors and the Compensation Committee that Employee be awarded an option to purchase three hundred thousand (300,000) shares (as adjusted for any stock split or similar event) of the Company's common stock on the date this Agreement is approved by the Company's board of directors and the Compensation Committee, which approval shall be sought by written consent as soon as practical. Such option shall provide for an exercise price equal to the stock's fair market value on the grant date, and shall first become exercisable to the extent of 25% of total shares on the first anniversary of the Effective Date, then another 6.25% of total shares after the end of each three-month period commencing on the first anniversary of the Effective Date, until the all of the shares under the option shall be fully exercisable; provided, however, that in the event of a Change of Control (i) all of the shares under such option shall become fully exercisable five (5) days before a Change in Control and (ii) the terms of Section 14 of the Company's 1999 Stock Plan shall apply; provided, however, that in the event of an conflict between clauses (i) and (ii), clause (i) shall govern.
Stock Options and Other Incentive Programs. In connection with ------------------------------------------ the commencement of Employee's employment, the Board of Directors shall grant to Employee an option to purchase 40,000 shares of the Company's Common Stock (the "Shares") with an exercise price equal to the fair market value on the date of ------ the grant. These option shares will vest as follows: 1/2 of the Shares will vest on the date which is one (1) year following the date of grant, and thereafter 1/12 of the remaining unvested Shares will vest on the monthly anniversary of the date of grant, so that all of the Shares will be vested and exercisable two (2) years after the date of grant. Vesting will depend on Employee's continued employment with the Company. The option will be an incentive stock option to the maximum extent allowed by the Internal Revenue Code of 1986, as amended, and will be subject to the terms of the Company's 1998 Stock Option Plan and the Stock Option Agreement between Employee and the Company. Subject to the discretion of the Company's Board of Directors, Employee may be eligible to receive additional grants of stock options or purchase rights from time to time in the future, on such terms and subject to such conditions as the Board of Directors shall determine as of the date of any such grant.
Stock Options and Other Incentive Programs. Employee shall be ------------------------------------------ eligible to participate in any stock option or other incentive programs available to officers or employees of the Company. In addition, on September 21, 2001, the Employee has been granted ten-year incentive stock options to purchase 1,600,000 shares of common stock (the "Options") under the terms and conditions of the Company's 1997 Stock Option/Stock Issuance Plan (the "Plan"). The Options shall be exercisable at the fair market value on the date of grant, and shall vest over four years beginning on the first anniversary of the grant date.
