Common use of Transfer to Immediate Family Members Clause in Contracts

Transfer to Immediate Family Members. If a Participant is subject to U.S. taxation, then after any waiting period following the Date of Grant imposed by the Company on the Transfer of the Option, the Participant may transfer all or a portion of the Participant’s Option on an irrevocable basis to an Immediate Family Member of the Participant who is subject to U.S. taxation, conditional on the following terms and conditions: (i) the transfer must be for a minimum of 1,000 shares; (ii) no further transfer by the transferee is permitted (except to the transferee’s estate upon the death of the transferee); (iii) the exercise of the Option by the transferee requires full payment of all Tax-Related Items by the Participant; and (iv) the exercise of the Option by the transferee is subject to the Participant’s continuous Employment from the Date of Grant through the date of exercise of the Option by the transferee pursuant to the terms of this Agreement, the satisfaction of the performance vesting requirement set forth in Section 1(c), the terms of the Plan, the terms of the Participant’s Award Communication and the terms of Section 7(d), Section 7(e), Section 7(f) and all other terms of this Agreement and the Appendices hereto.