Termination Period. This Option may be exercised for ninety (90) days after termination of Optionee’s Continuous Service Status except as set out in Section 5 of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is responsible for keeping track of these exercise periods following termination for any reason of his or her service relationship with the Company. The Company will not provide further notice of such periods. Transferability: This Option may not be transferred. By your signature and the signature of the Company’s representative below, you and the Company agree that this option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both of which are attached and made a part of this document. In addition, you agree and acknowledge that your rights to any Shares underlying the Option will be earned only as you provide services to the Company over time, that the grant of the Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Date, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause. Dated: «GrantDate» OREXIGEN THERAPEUTICS, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 STOCK PLAN STOCK OPTION AGREEMENT
Appears in 2 contracts
Samples: Stock Option Agreement (Orexigen Therapeutics, Inc.), Stock Option Agreement (Orexigen Therapeutics, Inc.)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICSSignature Title: Print Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 2 contracts
Samples: Stock Option Agreement (Martha Stewart Living Omnimedia Inc), Restricted Stock Unit Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 12 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s 's representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent's, Subsidiary's, or Affiliate's) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. ____________________________ By:______________________________ Signature ____________________________ Title: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS____________________________ Print Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Restricted Stock Unit Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration 2Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICSSignature Title: Print Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Restricted Stock Unit Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90[3] month(s) days after termination of Optionee’s Continuous Service Status the Termination Date except as set out in Section 5 of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following termination for any reason of his or her service relationship with the CompanyTermination Date. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option except as set forth in Section 6 of the Stock Option Agreement (subject to compliance with Applicable Laws). [You must obtain Company approval prior to any transfer of the Shares received upon exercise of this Option.] By your signature and the signature of the Company’s representative belowor by otherwise accepting or exercising this Option, you and the Company agree that this option Option is granted under and governed by the terms and conditions of this Notice and the Orexigen Therapeutics, Inc. 2004 [Company Name] [Stock Plan Name] and the Stock Option AgreementAgreement (which includes the Country-Specific Addendum, as applicable), both of which are attached to and made a part of this documentNotice. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned vest only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause, subject to Applicable Laws. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company, its Board, officers, employees, agents and stockholders shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS or any other person (including, without limitation, a successor corporation or an acquirer in a Change of Control) were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. For purposes of this paragraph, the term “Company” will be interpreted to include any Parent, Subsidiary or Affiliate. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICS, INC. [COMPANY NAME] By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 (Signature) Name: Title: OPTIONEE: (Print Name) (Signature) Address: [COMPANY NAME] [STOCK PLAN NAME] STOCK OPTION AGREEMENTAGREEMENT Grant of Option. [Company Name], a Delaware corporation (the “Company”), hereby grants to the person (“Optionee”) named in the Notice of Stock Option Grant (the “Notice”), an option (the “Option”) to purchase the total number of shares of Common Stock (the “Shares”) set forth in the Notice, at the exercise price per Share set forth in the Notice (the “Exercise Price”) subject to the terms, definitions and provisions of the [Company Name] [Stock Plan Name] (the “Plan”) adopted by the Company, which is incorporated in this Stock Option Agreement (this “Agreement”) by reference. Unless otherwise defined in this Agreement, the terms used in this Agreement or the Notice shall have the meanings defined in the Plan.
Appears in 1 contract
Samples: Exercise Agreement
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Plan. By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen TherapeuticsXxxxxx Xxxxxxx Living Omnimedia, Inc. 2004 Omnibus Stock and Option Compensation Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICSSignature Title: Print Name Non-Employee Director Initial Grant XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN NOTICE OF STOCK OPTION AGREEMENTGRANT Optionee: You have been granted an option (the “Option”) to purchase Common Stock of Xxxxxx Xxxxxxx Living Omnimedia, Inc. (the “Company”), as follows: Date of Grant: Exercise Price Per Share: Total Number of Shares: 25,000 Total Exercise Price: Type of Option: Nonstatutory Stock Option Expiration Date: Vesting Commencement Date:
Appears in 1 contract
Samples: Stock Option Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety three (903) days months after termination of Optionee’s your Continuous Service Status except as set out in Section 5 of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following the termination of your Continuous Service Status for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option. By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Nutriband Inc. 2004 2021 Stock Option Plan and the Stock Option Agreement, both of which are attached to and made a part of this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. You hereby appoint and constitute the Company’s Chief Executive Officer as your attorney and proxy with the full power of substitution and resubstitution, to the full extent of your rights, with respect to all voting capital stock of the Company owned by you as a result of exercising the Option, which proxy (the “Proxy”) shall be perpetual and irrevocable and coupled with an interest, to vote all shares of capital stock then held by you as a result of exercising the Option, in the manner consistent with the manner approved by holders of a majority of shares of Common Stock outstanding at any time and from time to time. You agrees to enter into any agreements, and execute and deliver any additional documents, as may be required by the Company’s Chief Executive Officer to give effect to the Proxy granted hereunder. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICS, NUTRIBAND INC. By: «Optionee» Jxxx X. Xxxxxxx, President and (Signature) Name: Title: Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 STOCK PLAN OPTIONEE: [Name] (Signature) 2014 Stock Incentive Plan STOCK OPTION AGREEMENT
Appears in 1 contract
Termination Period. This You may exercise this Option may be exercised for ninety (903 month(s) days after termination of Optionee’s Continuous Service Status the Termination Date except as set out in Section 5 5. of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following termination for any reason of his or her service relationship with the CompanyTermination Date. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option except as set forth in Section 6. of the Stock Option Agreement (subject to compliance with Applicable Laws). You must obtain Company approval prior to any transfer of the Shares received upon exercise of this Option. By your signature and the signature of the Company’s representative belowor by otherwise accepting or exercising this Option, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan this Notice and the [Company Name] [Plan Name] and Stock Option AgreementAgreement (which includes the Country-Specific Addendum, as applicable), both of which are attached to and made a part of this documentNotice. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned vest only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause, subject to Applicable Laws. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company, its Board, officers, employees, agents and stockholders shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS or any other person (including, without limitation, a successor corporation or an acquirer in a Change of Control) were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. For purposes of this paragraph, the term “Company” will be interpreted to include any Parent, Subsidiary or Affiliate. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICS, INC. [COMPANY NAME] By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 STOCK (Signature) Name: Title: OPTIONEE: (Print Name) (Signature) Address: [COMPANY NAME] [PLAN NAME] STOCK OPTION AGREEMENTAGREEMENT Grant of Option. [Company Name], a Delaware corporation (the “Company”), hereby grants to the person (“Optionee”) named in the Notice of Stock Option Grant (the “Notice”), an option (the “Option”) to purchase the total number of shares of Common Stock (the “Shares”) set forth in the Notice, at the exercise price per Share set forth in the Notice (the “Exercise Price”) subject to the terms, definitions and provisions of the [Company Name] [Plan Name] (the “Plan”) adopted by the Company, which is incorporated in this Stock Option Agreement (this “Agreement”) by reference. Unless otherwise defined in this Agreement, the terms used in this Agreement or the Notice shall have the meanings defined in the Plan.
Appears in 1 contract
Samples: Exercise Agreement
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s 's representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent's, Subsidiary's, or Affiliate's) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. ____________________________ By:______________________________ Signature Name: «Optionee» Jxxx X. Xxxxxxx, President and Xxxxxx Xxxxxx ____________________________ Title: Chief Executive Officer OREXIGEN THERAPEUTICSPrint Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Restricted Stock Unit Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous Service Status the Termination Date except as set out in Section 5 of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following termination for any reason of his or her service relationship with the CompanyTermination Date. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option except as set forth in Section 6 of the Stock Option Agreement (subject to compliance with Applicable Laws). You must obtain Company approval prior to any transfer of the Shares received upon exercise of this Option. By your signature and the signature of the Company’s representative belowor by otherwise accepting or exercising this Option, you and the Company agree that this option Option is granted under and governed by the terms and conditions of this Notice and the Orexigen TherapeuticsConfluent, Inc. 2004 2014 Stock Plan and the Stock Option AgreementAgreement (which includes the Country-Specific Addendum, as applicable), both of which are attached to and made a part of this documentNotice. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned vest only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause, subject to Applicable Laws. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company, its Board, officers, employees, agents and stockholders shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS or any other person (including, without limitation, a successor corporation or an acquirer in a Change of Control) were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. For purposes of this paragraph, the term “Company” will be interpreted to include any Parent, Subsidiary or Affiliate. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICSCONFLUENT, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS(Signature) Name: Title: OPTIONEE: <Employee Name> (Signature) CONFLUENT, INC. 2004 2014 STOCK PLAN STOCK OPTION AGREEMENTEXERCISE AGREEMENT This Exercise Agreement (this “Agreement”) is made as of __________________, by and between Confluent, Inc., a Delaware corporation (the “Company”), and__________ (“Purchaser”). To the extent any capitalized terms used in this Agreement are not defined, they shall have the meaning ascribed to them in the Company’s 2014 Stock Plan (the “Plan”) and the Option Agreement (as defined below).
Appears in 1 contract
Samples: Exercise Agreement (Confluent, Inc.)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 12 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Plan. By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen TherapeuticsXxxxxx Xxxxxxx Living Omnimedia, Inc. 2004 Omnibus Stock and Option Compensation Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement Date, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 STOCK PLAN STOCK OPTION AGREEMENTSignature Title: Print Name
Appears in 1 contract
Samples: Stock Option Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90[3] month(s) days after termination of Optionee’s Continuous Service Status the Termination Date except as set out in Section 5 5. of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following termination for any reason of his or her service relationship with the CompanyTermination Date. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option except as set forth in Section 6. of the Stock Option Agreement (subject to compliance with Applicable Laws). [You must obtain Company approval prior to any transfer of the Shares received upon exercise of this Option.] By your signature and the signature of the Company’s representative belowor by otherwise accepting or exercising this Option, you and the Company agree that this option Option is granted under and governed by the terms and conditions of this Notice and the Orexigen Therapeutics, Inc. 2004 [Company Name] [Stock Plan Name] and the Stock Option AgreementAgreement (which includes the Country-Specific Addendum, as applicable), both of which are attached to and made a part of this documentNotice. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned vest only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause, subject to Applicable Laws. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company, its Board, officers, employees, agents and stockholders shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS or any other person (including, without limitation, a successor corporation or an acquirer in a Change of Control) were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. For purposes of this paragraph, the term “Company” will be interpreted to include any Parent, Subsidiary or Affiliate. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICS, INC. [COMPANY NAME] By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 (Signature) Name: Title: OPTIONEE: (Print Name) (Signature) Address: [COMPANY NAME] [STOCK PLAN NAME] STOCK OPTION AGREEMENTAGREEMENT Grant of Option. [Company Name], a Delaware corporation (the “Company”), hereby grants to the person (“Optionee”) named in the Notice of Stock Option Grant (the “Notice”), an option (the “Option”) to purchase the total number of shares of Common Stock (the “Shares”) set forth in the Notice, at the exercise price per Share set forth in the Notice (the “Exercise Price”) subject to the terms, definitions and provisions of the [Company Name] [Stock Plan Name] (the “Plan”) adopted by the Company, which is incorporated in this Stock Option Agreement (this “Agreement”) by reference. Unless otherwise defined in this Agreement, the terms used in this Agreement or the Notice shall have the meanings defined in the Plan.
Appears in 1 contract
Samples: Exercise Agreement
Termination Period. This You may not exercise this Option may be exercised for ninety (90) days after termination of Optionee’s Continuous your Service Status except as otherwise provided above or as set out forth in Section 5 4 of the Stock Option Agreement (but Agreement, and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s 's representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the Option will be earned only as you provide services to the Company over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent's, Subsidiary's, or Affiliate's) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. XxxxxxxSignature Title: Print Name Address: Xxxxxx Xxxxxxx Living Omnimedia, President and Chief Executive Officer OREXIGEN THERAPEUTICSInc. E-mail Address 000 Xxxx 00xx Xxxxxx Xxx Xxxx, XX 00000 Tel: (000) 000-0000 Fax: (000) 000-0000 XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Restricted Stock Unit Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 12 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Plan. By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen TherapeuticsXxxxxx Xxxxxxx Living Omnimedia, Inc. 2004 Omnibus Stock and Option Compensation Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement Date, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICSSignature Title: Print Name Non-Employee Director Annual Grant XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN NOTICE OF STOCK OPTION AGREEMENTGRANT Optionee: You have been granted an option (the “Option”) to purchase Common Stock of Xxxxxx Xxxxxxx Living Omnimedia, Inc. (the “Company”), as follows: Date of Grant: Exercise Price Per Share: Total Number of Shares: 7,500 Total Exercise Price: Type of Option: Nonstatutory Stock Option Expiration Date: Vesting Schedule: So long as your Service continues, the Shares underlying this Option shall fully vest and become exercisable on the one (1) year anniversary of the Date of Grant. Notwithstanding the foregoing, all Shares subject to this Option shall fully vest and become exercisable immediately upon a Change in Control provided that you are still in Service at that time.
Appears in 1 contract
Samples: Stock Option Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 12 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICSSignature Title: Print Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Employment Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, Signature Title: President and Chief Executive Operating Officer OREXIGEN THERAPEUTICSPrint Name XXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Employment Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90) days 3 months after termination of Optionee’s Continuous your Service Status except as set out forth in Section 5 4 of the Stock Option Agreement (but and in no event later than may you exercise this Option after the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following a termination of your Service for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Unless otherwise defined in this Notice of Stock Option may not be transferredGrant, the terms used herein shall have the meanings assigned to them in the Xxxxxx Xxxxxxx Living Omnimedia, Inc. Omnibus Stock and Option Compensation Plan (the “Plan”). By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of the Orexigen Therapeutics, Inc. 2004 Stock Plan and the Stock Option Agreement, both all of which are attached to, and made a part of of, this document. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company Service over time, that the grant of the this Option is not being granted to you as consideration for services you rendered to the Company (or any Parent, Subsidiary, or Affiliate) prior to your Vesting Commencement DateDate of Grant, and that nothing in this Notice of Stock Option Grant or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company (or any Parent, Subsidiary, or Affiliate) for any period of time, nor does it interfere in any way with your right or the Company’s (or any Parent’s, Subsidiary’s, or Affiliate’s) right to terminate that relationship at any time, for any reason, with or without cause. DatedThis Agreement may be executed in two or more counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument. OPTIONEE: «GrantDate» OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. By: «Optionee» Jxxx X. Xxxxxxx, Signature Title: President and Chief Executive Operating Officer OREXIGEN THERAPEUTICSXXXXXX XXXXXXX LIVING OMNIMEDIA, INC. 2004 OMNIBUS STOCK AND OPTION COMPENSATION PLAN STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Employment Agreement (Martha Stewart Living Omnimedia Inc)
Termination Period. This You may exercise this Option may be exercised for ninety (90[3] month(s) days after termination of Optionee’s your Continuous Service Status except as set out in Section 5 of the Stock Option Agreement (but in no event later than the Expiration Date). Optionee is You are responsible for keeping track of these exercise periods following the termination of your Continuous Service Status for any reason of his or her service relationship with the Companyreason. The Company will not provide further notice of such periods. Transferability: This Option You may not be transferredtransfer this Option except as set forth in Section 6 of the Stock Option Agreement. [You must obtain Company approval prior to any transfer of the Shares received upon exercise of this Option.] [Signature Page Follows] By your signature and the signature of the Company’s representative below, you and the Company agree that this option Option is granted under and governed by the terms and conditions of this Notice and the Orexigen Therapeutics, Inc. 2004 [Company Name] [Stock Plan Name] and the Stock Option Agreement, both of which are attached to and made a part of this documentNotice. In addition, you agree and acknowledge that your rights to any Shares underlying the this Option will be earned only as you provide services to the Company over time, that the grant of the this Option is not as consideration for services you rendered to the Company prior to your Vesting Commencement Datedate of hire, and that nothing in this Notice or the attached documents confers upon you any right to continue your employment or consulting relationship with the Company for any period of time, nor does it interfere in any way with your right or the Company’s right to terminate that relationship at any time, for any reason, with or without cause. DatedAlso, to the extent applicable, the Exercise Price Per Share has been set in good faith compliance with the applicable guidance issued by the IRS under Section 409A of the Code. However, there is no guarantee that the IRS will agree with the valuation, and by signing below, you agree and acknowledge that the Company, its Board, officers, employees, agents and stockholders shall not be held liable for any applicable costs, taxes, or penalties associated with this Option if, in fact, the IRS or any other person (including, without limitation, a successor corporation or an acquirer in a Change of Control) were to determine that this Option constitutes deferred compensation under Section 409A of the Code. You should consult with your own tax advisor concerning the tax consequences of such a determination by the IRS. For purposes of this paragraph, the term “Company” will be interpreted to include any Parent, Subsidiary or Affiliate. THE COMPANY: «GrantDate» OREXIGEN THERAPEUTICS, INC. [COMPANY NAME] By: «Optionee» Jxxx X. Xxxxxxx, President and Chief Executive Officer OREXIGEN THERAPEUTICS, INC. 2004 (Signature) Name: Title: OPTIONEE: (PRINT NAME) (Signature) Address: [COMPANY NAME] [STOCK PLAN NAME] STOCK OPTION AGREEMENT
Appears in 1 contract
Samples: Exercise Agreement