Common use of The Option Clause in Contracts

The Option. The Corporation hereby grants to Employee a non-statutory option to purchase an aggregate of ____________ shares of Common Stock of the Corporation at the price of _____________________ per share (the "Option"), subject to the following conditions: A. The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hire. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hire, and shall not be exercisable thereafter. D. The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. After the end of one year and prior to the end of two years from the date of hire, not more than thirty-three percent (33.333%); 2. After the end of two years and prior to the end of three years from the date of hire, not more than sixty-six percent (66.666%); 3. After the end of three years from the date of hire, one-hundred percent (100%).

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), the Corporation hereby grants to Employee a non-statutory the Director the option to purchase an aggregate of ____________ 2,000 shares of Common Stock of the Corporation at the price of [$_____________________ ] per share (the "Option")share, subject to the following conditions: A. The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hire. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (a) During the lifetime of the EmployeeDirector, the Option this option shall be exercisable only by the EmployeeDirector, and (except when Section 2 is applicable) only while the Employee Director continues to serve as an employee a Director of the Corporation. C. (b) Notwithstanding any other provision of this Agreement, the Option this option shall expire no later than five ten years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (c) The number of shares of Common Stock with respect to which the Option option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%)fifty percent; 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixtyseventy-six percent (66.666%)five percent; 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent percent. (100%)d) Upon a "Change of Control" of the Corporation any option which has been outstanding for more than one year shall immediately become exercisable. For purpose of this Agreement, a "Change of Control" is defined in Section 11 of the Plan.

Appears in 1 contract

Sources: Stock Option Agreement (Harris Corp /De/)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), the Corporation hereby grants to Employee a non-statutory the Director the option to purchase an aggregate of ____________ 2,000 shares of Common Stock of the Corporation at the price of _____________________ [price per share (the "Option")share], subject to the following conditions: A. The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hire. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (a) During the lifetime of the EmployeeDirector, the Option this option shall be exercisable only by the EmployeeDirector, and (except when Section 2 is applicable) only while the Employee Director continues to serve as an employee a Director of the Corporation. C. (b) Notwithstanding any other provision of this Agreement, the Option this option shall expire no later than five ten years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (c) The number of shares of Common Stock with respect to which the Option option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%)fifty percent; 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixtyseventy-six percent (66.666%)five percent; 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent percent. (100%)d) Upon a "Change of Control" of the Corporation any option which has been outstanding for more than one year shall immediately become exercisable. For purpose of this Agreement, a "Change of Control" is defined in Section 11 of the Plan.

Appears in 1 contract

Sources: Stock Option Agreement (Harris Corp /De/)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), on February 4, 1996 the Corporation hereby grants granted to the Employee an Incentive Stock Option (the "Option"), which complies with Section 422 of the Internal Revenue Code ("Code"). On March 18, 1996, the Corporation's three-for-one stock split became effective and this Amended and Restated Incentive Stock Option Agreement is being entered into to reflect that the number of shares subject to the Option has, as a nonresult of the stock split, been multiplied by three and the per-statutory share exercise price of the Option has been divided by three. As a result of the stock split, the Option granted February 4, 1996 is now an option to purchase an aggregate of ____________ 54,540 shares of Common Stock of the Corporation at the price of _____________________ $5.50 per share (share. In all other respects, the "Option")Option shall remain the same, subject to the following conditionsas follows: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent (100%). (e) Upon a Change in Control, any outstanding Option shall Notwithstanding the foregoing, the sale of the Corporation's real-time division to Concurrent Computer Corporation shall not constitute a Change in Control.

Appears in 1 contract

Sources: Incentive Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), on August 27, 1996 the Corporation hereby grants granted to the Employee a non-statutory option to purchase an aggregate of ____________ Incentive Stock Option for 100,000 shares of Common Stock of the Corporation at the price of _____________________ $10.75 per share (the "Option"), subject to which complies with Section 422 of the following conditionsInternal Revenue Code ("Code"). The Option terms shall be as follows: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: (i) On June 1. After the end of one year and prior to the end of two years from the date of hire, 1997, not more than thirty-three percent (33.333%); 2. After the end of two years and prior to the end of three years from the date of hire(ii) On June 1, 1998, not more than sixty-six percent (66.666%);; and 3. After the end of three years from the date of hire(iii) One June 1, one-1999, one hundred percent (100%). (e) Upon a Change in Control, any outstanding Option shall immediately become exercisable.

Appears in 1 contract

Sources: Incentive Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), on February 4, 1996 the Corporation hereby grants granted to the Employee a nonNon-statutory Statutory Stock Option (the "Option"). On March 18, 1996, the Corporation's three-for-one stock split became effective and this Amended and Restated Incentive Stock Option Agreement is being entered into to reflect that the number of shares subject to the Option has, as a result of the stock split, been multiplied by three and the per-share exercise price of the Option has been divided by three. As a result of the stock split, the Option granted February 4, 1996 is now an option to purchase an aggregate of ____________ 20,460 shares of Common Stock of the Corporation at the price of _____________________ $5.50 per share (share. In all other respects, the "Option")Option shall remain the same, subject to the following conditionsas follows: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned option hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent (100%). (e) Upon a Change in Control, any outstanding Option shall immediately become exercisable. Notwithstanding the foregoing, the sale of the Corporation's real-time division to Concurrent Computer Corporation shall not constitute a Change of Control.

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation’s Employee Stock Option Plan as amended and as in effect from time to time (“Plan”), the Corporation hereby grants to Employee a non-statutory option to purchase an aggregate of ____________ 350,000 shares of Common Stock of the Corporation at the price of _____________________ U.S. $2.45 per share (the "Option"), subject to the following conditions: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hireuntil January 1, 2003. Nothing herein shall limit or restrict the Corporation's ’s rights to terminate the Employee's ’s employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hire, hereof and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages amounts of the aggregate number of shares optioned hereby: (v) After January 1. After the end of one year , 2003 and prior to the end of two years from the date of hireJanuary 1, 2004, not more than thirty-three percent (33.333%)35,000 shares; 2. After the end of two years (vi) On and after January 1, 2004 and prior to the end of three years from the date of hireJanuary 1, 2005, not more than sixty-six percent (66.666%)140,000 shares; 3. After the end of three years from the date of hire(vii) On and after January 1, one-hundred percent (100%)2005, not more than 350,000 shares.

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time (the "Plan"), the Corporation hereby grants to the Employee a non-statutory option an Incentive Stock Option (the "Option"), that is intended to comply with Section 422 of the Internal Revenue Code ("Code") to purchase an aggregate of ____________ shares of Common Stock of the Corporation at the price of _____________$________ per share (the "Option")share, subject to the following conditions: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hirethis Agreement, and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent (100%). (e) For the purposes of this Agreement, the definition of the term "Change in Control" contained in Section 2 (c) of the Plan shall be amended by deleting the percentage "80%" contained in such Section 2 (c) and substituting in its place the percentage "30%". Upon a Change in Control, any outstanding Option shall immediately become exercisable. Notwithstanding the foregoing, if (i) individuals who constitute the Incumbent Board continue to constitute in excess of forty percent (40%) of the Board, and (ii) the Board Committee and the Board each unanimously determine that it would be in the best interest of the Corporation for an event that would constitute a Change in Control not to accelerate the vesting of the exercisability of the Option, and (iii) Employee's employment with the Corporation is not terminated by the Corporation within one year after the Change in Control, and (iv) within one year after the Change in Control Employee's principal work location is not moved geographically by more than 75 miles (if Employee is a sales representative whose principal work location is not the Company's Fort Lauderdale headquarters, then the 75-mile limitation contained this subsection 1(e)(iv) shall be 500 miles), then the Board Committee, in its sole discretion, may take any one or more of the following actions: (x) determine to retain the existing schedule of exercisability of the Option as described in Section 1(d) hereof ("Vesting Schedule"); (y) modify the Vesting Schedule so that some, but not all, of the Option's exercisability accelerates; and (z) change the dates under the Vesting Schedule so that some or all of the Options become exercisable on dates earlier than those set forth in the Vesting Schedule.

Appears in 1 contract

Sources: Incentive Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Employee Stock Option Plan as in effect from time to time ("Plan"), the Corporation hereby grants to Employee a non-statutory option to purchase an aggregate of ____________ shares of Common Stock of the Corporation at the price of ____________U.S. $_________ per share (the "Option"), subject to the following conditions: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hire, hereof and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent (100%).

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Proctor David)

The Option. The Corporation hereby grants to Employee a non-statutory option to purchase an aggregate of ____________ 50,000 shares of Common Stock of the Corporation at the price of ________________$_____ per share (the "Option"), subject to the following conditions: A. a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hirehereof. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 2) is applicable) only while the Employee continues as an employee of the Corporation. C. c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hirehereof, and shall not be exercisable thereafter. D. d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is further limited to the following percentages of the aggregate number of shares optioned hereby: 1. i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. ; ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. ii) After the end of two years and prior to the end of three years from the date hereof, not more than sixty-six percent (66.666%); iii) After the end of three years from the date of hirehereof, one-hundred percent (100%).

Appears in 1 contract

Sources: Non Statutory Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Employee Stock Option Plan as in effect from time to time ("Plan"), the Corporation hereby grants to Employee a non-statutory option to purchase an aggregate of ____________ shares of Common Stock of the Corporation at the price of _____________________ U.S. $ per share (the "Option"), subject to the following conditions: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hire. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hire, hereof and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (i) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (ii) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (iii) After the end of three years from the date of hirehereof, one-hundred percent (100%).

Appears in 1 contract

Sources: Stock Option Agreement (Cyberguard Corp)

The Option. The Under and subject to the provisions of the Corporation's Stock Incentive Plan as in effect from time to time ("Plan"), the Corporation hereby grants to Employee a non-statutory option an incentive stock option, that is intended to comply with Section 422 of the Internal Revenue Code, to purchase an aggregate of ____________ shares of Common Stock of the Corporation at the price of _____________________ U.S. $ per share (the "Option"), subject to the following conditions: A. (a) The Option shall not be exercisable to any extent until and unless the Employee shall have remained continuously in the employ of the Corporation for one year from the date of hire. Nothing herein shall limit or restrict the Corporation's rights to terminate the Employee's employment. B. (b) During the lifetime of the Employee, the Option shall be exercisable only by the Employee, and (except when Section 2 is applicable) only while the Employee continues as an employee of the Corporation. C. (c) Notwithstanding any other provision of this Agreement, the Option shall expire no later than five years from the Employee's date of hire, hereof and shall not be exercisable thereafter. D. (d) The number of shares of Common Stock with respect to which the Option may be exercised from time to time is limited to the following percentages of the aggregate number of shares optioned hereby: 1. (iv) After the end of one year and prior to the end of two years from the date of hirehereof, not more than thirty-three percent (33.333%); 2. (v) After the end of two years and prior to the end of three years from the date of hirehereof, not more than sixty-six percent (66.666%); 3. (vi) After the end of three years from the date of hirehereof, one-hundred percent (100%).

Appears in 1 contract

Sources: Stock Option Agreement (Cyberguard Corp)