Common use of Stock Options Granted to Persons other than Company Employees Clause in Contracts

Stock Options Granted to Persons other than Company Employees. If at any time or from time to time, in connection with any Equity Plan, an option to purchase Class A Shares granted to a Person other than a Company Employee is duly exercised, the following events will be deemed to have occurred: (i) SDC Inc. shall, as soon as practicable after such exercise, make a Capital Contribution to the Company in an amount equal to the exercise price paid to SDC Inc. by such exercising party in connection with the exercise of such stock option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 3.4(a)(i), SDC Inc. shall be deemed to have contributed to the Company as a Capital Contribution an amount equal to the Value of a Class A Share as of the date of exercise multiplied by the number of Class A Shares then being issued in connection with the exercise of such stock option. In exchange for such Capital Contribution, the Company shall issue a number of Common Units to SDC Inc. equal to the quotient of (x) the number of Class A Shares issued in connection with the exercise of such stock option, divided by (y) the Adjustment Factor then in effect.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (SmileDirectClub, Inc.), Limited Liability Company Agreement (SmileDirectClub, Inc.)

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Stock Options Granted to Persons other than Company Employees. If at any time or from time to time, in connection with any Equity Plan, an option to purchase Class A Shares granted to a Person other than a Company Employee is duly exercised, the following events will be deemed to have occurredoccur: (i) SDC Inc. Genesis, shall, as soon as practicable after such exercise, make a capital contribution to the Managing Member who shall then make a Capital Contribution to the Company in an amount equal to the exercise price paid to SDC Inc. Genesis by such exercising party in connection with the exercise of such stock option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 3.4(a)(i), SDC Inc. the Managing Member shall be deemed to have contributed to the Company as a Capital Contribution an amount equal to the Value of a Class A Share as of the date of exercise multiplied by the number of Class A Shares then being issued in connection with the exercise of such stock option. In exchange for such Capital Contribution, the Company shall issue a number of Company Class A Common Units to SDC Inc. the Managing Member equal to the quotient of (xa) the number of Class A Shares issued in connection with the exercise of such stock option, divided by (yb) the Adjustment Factor then in effect.

Appears in 2 contracts

Samples: Limited Liability Company Operating Agreement (Genesis Healthcare, Inc.), Purchase and Contribution Agreement (Skilled Healthcare Group, Inc.)

Stock Options Granted to Persons other than Company Employees. If at any time or from time to time, in connection with any Equity Plan, an option to purchase Class A Shares granted to a Person other than a Company Employee is duly exercised, the following events will be deemed to have occurred: (i) SDC Inc. shall, as soon as practicable after such exercise, the Corporation shall make a Capital Contribution to the Company in an amount equal to the net exercise price paid to SDC Inc. received by the Corporation from such exercising party in connection with the exercise of such stock option.; (ii) Notwithstanding notwithstanding the amount of the Capital Contribution actually made pursuant to Section 3.4(a)(i3.5(a)(i), SDC Inc. the Corporation shall be deemed to have contributed to the Company as a Capital Contribution an amount equal to the Value of a Class A Share as of the date of exercise exercise, multiplied by the number of Class A Shares then being issued in connection with the exercise of such stock option. In ; and (iii) in exchange for such Capital Contribution, the Company shall issue a number of Common Units to SDC Inc. the Corporation equal to the quotient of (x1) the number of Class A Shares issued in connection with the exercise of such stock option, divided by (y2) the Adjustment Factor then in effect.

Appears in 2 contracts

Samples: Business Combination Agreement (Amicus Therapeutics, Inc.), Business Combination Agreement (ARYA Sciences Acquisition Corp IV)

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Stock Options Granted to Persons other than Company Employees. If at any time or from time to time, in connection with any Equity Plan, an option to purchase Class A Shares granted to a Person other than a Company Employee is duly exercised, the following events will be deemed to have occurredoccur: (i) SDC Inc. The Managing Member, shall, as soon as practicable after such exercise, make a Capital Contribution to the Company in an amount equal to the exercise price paid to SDC Inc. the Managing Member by such exercising party in connection with the exercise of such stock option. (ii) Notwithstanding the amount of the Capital Contribution actually made pursuant to Section 3.4(a)(i), SDC Inc. the Managing Member shall be deemed to have contributed to the Company as a Capital Contribution an amount equal to the Value of a Class A Share as of the date of exercise multiplied by the number of Class A Shares then being issued in connection with the exercise of such stock option. In exchange for such Capital Contribution, the Company shall issue a number of Company Class A Common Units to SDC Inc. the Managing Member equal to the quotient of (xa) the number of Class A Shares issued in connection with the exercise of such stock option, divided by (yb) the Adjustment Factor then in effect.

Appears in 1 contract

Samples: Purchase and Contribution Agreement (Skilled Healthcare Group, Inc.)

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