Third Option Sample Clauses

Third Option. Contemporaneously with the delivery of the Option IND Package for the third Option Target, Surface will provide an Option Selection Notice to Novartis indicating whether the Option for the third Option Target will be a Regional Option or a Global Option. Notwithstanding the foregoing, if Novartis provided a Novartis Deferral Notice in accordance with Section 4.2.3.2, then contemporaneously with the delivery of the Option Exercise Notice for the third Option Target, Novartis will provide an Option Selection Notice to Surface indicating whether the Option for the third Option Target will be a Regional Option or a Global Option or whether Novartis will terminate its rights to such Option Target in accordance with Section 4.1.2.

Third Option. Following the Closing Date, and subject to the approval of the Board, the Committee or the Delegate, as applicable, and subject to the achievement of certain Company performance milestones established by, and in the sole discretion of, the Board, the Committee or the Delegate, as applicable, Executive shall be eligible to receive a stock option grant with a grant date fair value of $3,000,000 (the “Third Option”). The exercise price per share will be equal to the fair market value per share on the date the Third Option is granted, as determined by the Board in good faith. There is no guarantee that the Internal Revenue Service will agree with this value. Executive should consult with Executive’s own tax advisor concerning the tax risks associated with accepting an option to purchase a share of the Company’s common stock. The term of the Third Option shall be ten (10) years, subject to earlier expiration in the event of the termination of Executive’s services to the Company. Subject to any vesting acceleration rights Executive may have, the Third Option will vest on a monthly basis over a 4-year period, subject to Executive continuing to provide services to the Company through each vesting date. The Third Option will be subject to the terms, definitions and provisions of the Equity Plan and the stock option agreement by and between Executive and the Company evidencing the grant of the Third Option, which Executive will be required to sign, both of which documents are incorporated herein by reference.

Third Option. If the Tenant exercised the First Option and the Second Option, then provided the Tenant is not then in material default under the Lease or the Offer to Lease, the Landlord will, at the expiration of the Second Extended Term and on the written request of the Tenant delivered not later than 6 months and not earlier than 18 months before the expiration of the Second Extended Term, grant the Tenant one option to renew (the “Third Option”) for a further 5 years (the “Third Extended Term”). The Tenant’s failure to exercise this option with the time period specified shall render the Third Option null and void and incapable of further exercise. If the Tenant exercise the Third Option within the time specified, then: a. all conditions in the Lease shall remain the same during the Third Extended Term except for Annual Rent, the Landlord’s contribution to the costs of Leasehold Improvements, the First Option and the Second Option; and b. the Annual Rent during each year of the Third Extended Term shall be determined in the manner set out in the Lease. For greater certainty, Annual Rent during each year of the Third Extended Term shall be the effective fair market rent for the Premises as of the commencement of the Third Extended Term, when compared to premises of similar size, quality and location in office buildings of a similar size, quality and location in the Greater Vancouver Regional District, as if the Premises arc unimproved. The effective fair market rent referred to above shall be determined by mutual agreement of the parties, or, failing agreement thereon prior to the date two months before the conclusion of the Second Extended Term, by arbitration under the Commercial Arbitration Act. R.S.B.C. 1996, c. 55, as amended from time to time. If the matter is being determined by arbitration but has not been determined at the commencement of the Third Extended Term, the Tenant shall continue to pay, when due, the installments of Annual Rent payable dining the last year of the Second Extended Term, together with all other payments which comprise Rent, and Tenant shall pay the deficiency or the Landlord shall credit the excess (if any) without interest within 10 days of the adjusted Annual Rent being agreed or determine.

Third Option. One (1) – five (5) year term commencing April 1, 2012 and ending March 31, 2017; and, iv)

Third Option. In addition to the Stock Grant, the First Option and the Second Option, the Company shall grant to the Executive, under the Company's Incentive Stock Plan, an option ("Third Option") to purchase up to an additional 100,000 shares of the Company's Common Stock at an exercise price equal to the price per share to the public set forth on the cover of the prospectus relating to the IPO and as set forth on the Option Grant attached hereto and incorporated herein as Exhibit "C". The Third Option shall terminate on the tenth anniversary of the IPO Date, subject to earlier termination as may be set forth in this Agreement. The Third Option is in addition to any other option grant which may be made to the Executive during his employment.

Third Option. The Company shall grant to the Employee an incentive stock option (to the extent allowable) to purchase a total of 175,000 shares of the Company’s Common Stock (the “Third Option”). The exercise price of the Third Option shall equal the fair market value of a share as of the date of grant. Subject to the Employee’s continued employment with the Company, the Third Option shall vest and become exercisable as to 1/7 of the shares subject to the Third Option on the first annual anniversary of the Effective Date, and an additional 1/84th of the shares subject to the Third Option shall vest and become exercisable on each subsequent monthly anniversary of the Effective Date. Notwithstanding the foregoing (x) all of the then unvested portion of the Third Option shall become vested and exercisable immediately upon the earlier to occur of the following events, so long as such event occurs within two years of the Effective Date: (i) such time as the closing sales price of the Company’s Common Stock on the Nasdaq National Market (or such other established stock exchange or national market system on which the Company’s Common Stock is listed) exceeds $14.00 per share for 30 consecutive trading days or (ii) the consummation of a Change of Control pursuant to which the holders of the Company’s Common Stock receive consideration having a fair market value (as determined by the Board) of not less than $14.00 per share and (y) a portion of the then unvested portion of the Third Option shall become vested and exercisable upon the occurrence of certain events as provided in Section 6(b) below. The form of stock option agreement pertaining to the Third Option is attached hereto as Exhibit C.

Third Option. In addition to the IPO Award, the First Option and the Second Option above, the Company shall grant to the Executive, under the Company's Incentive Stock Plan and the Option Grant attached hereto as Exhibit "C", an option ("Third Option") to purchase up to 100,000 SHARES of the Company's voting common stock at an exercise price equal to the price per share to the public set forth on the cover of the Company's IPO prospectus. The Third Option shall terminate on the tenth anniversary of the Option Grant, subject to earlier termination as may be set forth in this Agreement, the Incentive Stock Plan or the Option Grant. The Third Option is in addition to any other option award or grant which may be made to the Executive during his employment.

Third Option. In the event that BSC elects to proceed with the Third Option, the Third Option Development and License Agreement shall contain a license by CryoCor granting BSS an exclusive, worldwide license under the CryoCor Third Option Intellectual Property (as described therein) and any CryoCor Program Intellectual Property solely for using, manufacturing, having manufactured, marketing, offering to sell, selling, importing and exporting Cryo Catheter Shafts incorporated into BSC Cryo Balloons.

Third Option. 6.5.1 The Financier shall have the right to exercise the Third Option only if it has complied with the terms of the First Option and Second Option set out above in Sections 6.3 and 6.4. 6.5.2 Provided that the Financier has not materially breached the obligations set out in this Agreement, each Founder shall, upon the written exercise notice by the Financier to the Founders, transfer 150,000 Shares to Financier, in total 450,000 Shares (collectively the “Third Tranche Shares”), representing 30% of the outstanding Shares in the Company (the “Third Option”) in consideration for the simultaneous payment of (i) EUR 100,000 in cash to each of the Founders (i.e., in total EUR 300,000), and (ii) either (a) pay in cash to each of the Founders EUR 333,334 (i.e., in total EUR 1,000,002) or (b) if the Financier so decides in its sole discretion and its corporate organs have so approved, issue Consideration Shares amounting to EUR 333,334 in value to each of the Founders (i.e., in total EUR 1,000,002 in value) (collectively the “Third Tranche Payments”). The Third Tranche Shares shall be transferred within sixty (60) days from the fourth (4th) anniversary date of the Effective Date pursuant to the terms of the STA. In case the Third Tranche Shares are sold to the Financier, the Financier owns 100% of the outstanding Shares in the Company. 6.5.3 Upon acquiring 100% of all Shares in the Company, the Company shall grant 0.3334% Net Metals Royalty to each Founder (in aggregate 1.0002% Net Metals Royalty) as set out in Section 9. 6.5.4 It is agreed and acknowledged between the Parties that if any of the Third Tranche Payments is paid and/or issued later than sixty (60) days, or later as agreed by the Parties, from its due date set out above or otherwise not in accordance with the terms set out above, the Parties shall not be entitled to demand that the Founders shall transfer the Third Tranche Shares. The Financier acknowledges that the aforesaid is reasonable in view of the purpose of this Agreement and the intent of the Parties.

Third Option. Provided the Lessee has exercised the Second Option and provided it shall not at any time be in default pursuant to the Lease, the Lessor shall grant to the Lessee a third option to renew the Lease (hereinafter called "Third Option") for an additional period of ONE (1) year, commencing on the date of the expiration of the Second Option and ending ONE (1) year later, provided the Lessee notifies the Lessor of such intention in writing by registered or certified mail at least SIX (6) months prior to the expiration of the Second Option, failing which, the Third Option shall become null and void and of no legal effect whatsoever. In the event of the Lessee exercising the Third Option, all terms and conditions of the Lease shall remain in effect for the third renewal period, save that: