Common use of Transferability of the Option Clause in Contracts

Transferability of the Option. (a) Except as provided in this Section 5, the Option Holder may not assign or otherwise transfer the Option, either voluntarily or by operation of law, other than by will or the laws of descent and distribution, and the Option shall be exercisable during the Option Holder’s lifetime only by the Option Holder or by the Option Holder’s legal representative. Following the death of the Option Holder, the Option shall be exercisable by the Option Holder’s legal representative, executor and beneficiaries. (b) The Option Holder may assign and transfer part or all of the Option to a family member or family trust during the Option Holder’s lifetime but only if: (i) the transfer is made by a gift and not for consideration; (ii) the transferee is a “family member” (including, without limitation, a family trust) as defined in General Instruction A.1(a)(5) of Form S-8 under the Securities Act of 1933, as amended (the “Securities Act”); (iii) the Option Holder gives the Company at least ten days’ prior written notice of the proposed transfer; and (iv) the transferee executes and delivers to the Company any documents requested by the Company (including, without limitation, a counterpart of this Agreement) in order to document the transfer. Any such transferee of all or part of the Option shall be bound by all of the terms and conditions of the Plan and this Agreement, and the Option Holder shall be personally liable to the Company for any breach by the transferee of any of the terms of the Plan or this Agreement.

Appears in 4 contracts

Samples: Stock Option Agreement (Calavo Growers Inc), Stock Option Agreement (Arbios Systems Inc), Stock Option Agreement (Calavo Growers Inc)

AutoNDA by SimpleDocs

Transferability of the Option. (a) Except as provided in this Section 5, the Option Holder may not assign or otherwise transfer the Option, either voluntarily or by operation of law, other than by will or the laws of descent and distribution, and the Option shall be exercisable during the Option Holder’s lifetime only by the Option Holder or by the Option Holder’s legal representative. Following the death of the Option Holder, the Option shall be exercisable by the Option Holder’s legal representative, executor and beneficiaries. (b) The Option Holder may assign and transfer part or all of the Option to a family member or family trust during the Option Holder’s lifetime but only if: (i) the transfer is made by a gift and not for consideration; (ii) the transferee is a "family member" (including, without limitation, a family trust) as defined in General Instruction A.1(a)(5) of Form S-8 under the Securities Act of 1933, as amended (the "Securities Act"); (iii) the Option Holder gives the Company at least ten days’ prior written notice of the proposed transfer; and (iv) the transferee executes and delivers to the Company any documents requested by the Company (including, without limitation, a counterpart of this Agreement) in order to document the transfer. Any such transferee of all or part of the Option shall be bound by all of the terms and conditions of the Plan and this Agreement, and the Option Holder shall be personally liable to the Company for any breach by the transferee of any of the terms of the Plan or this Agreement.

Appears in 4 contracts

Samples: Stock Option Agreement (Starmed Group Inc), Stock Option Agreement (Starmed Group Inc), Stock Option Agreement (Westmoore Holdings, Inc.)

Transferability of the Option. (a) Except as provided in this Section 5, the Option Holder may not assign or otherwise transfer the Option, either voluntarily or by operation of law, other than by will or the laws of descent and distribution, and the Option shall be exercisable during the Option Holder’s lifetime only by the Option Holder or by the Option Holder’s legal representative. Following the death of the Option Holder, the Option shall be exercisable by the Option Holder’s legal representative, executor and beneficiaries. (b) The Option Holder may assign and transfer part or all of the Option to a family member or family trust during the Option Holder’s lifetime but only if: (i) the transfer is made by a gift and not for consideration; (ii) the transferee is a "family member" (including, without limitation, a family trust) as defined in General Instruction A.1(a)(5) of Form S-8 S--8 under the Securities Act of 1933, as amended (the "Securities Act"); (iii) the Option Holder gives the Company at least ten days’’ prior written notice of the proposed transfer; and (iv) the transferee executes and delivers to the Company any documents requested by the Company (including, without limitation, a counterpart of this Agreement) in order to document the transfer. Any such transferee of all or part of the Option shall be bound by all of the terms and conditions of the Plan and this Agreement, and the Option Holder shall be personally liable to the Company for any breach by the transferee of any of the terms of the Plan or this Agreement.

Appears in 1 contract

Samples: Stock Option Agreement (Starmed Group Inc)

AutoNDA by SimpleDocs

Transferability of the Option. (a) Except as provided in this Section 5, the Option Holder may not assign or otherwise transfer the Option, either voluntarily or by operation of law, other than by will or the laws of descent and distribution, and the Option shall be exercisable during the Option Holder’s 's lifetime only by the Option Holder or by the Option Holder’s 's legal representative. Following the death of the Option Holder, the Option shall be exercisable by the Option Holder’s 's legal representative, executor and beneficiaries. (b) The Option Holder may assign and transfer part or all of the Option to a family member or family trust during the Option Holder’s 's lifetime but only if: (i) the transfer is made by a gift and not for consideration; (ii) the transferee is a "family member" (including, without limitation, a family trust) as defined in General Instruction A.1(a)(5) of Form S-8 under the Securities Act of 1933, as amended (the "Securities Act"); (iii) the Option Holder gives the Company at least ten days' prior written notice of the proposed transfer; and (iv) the transferee executes and delivers to the Company any documents requested by the Company (including, without limitation, a counterpart of this Agreement) in order to document the transfer. Any such transferee of all or part of the Option shall be bound by all of the terms and conditions of the Plan and this Agreement, and the Option Holder shall be personally liable to the Company for any breach by the transferee of any of the terms of the Plan or this Agreement.

Appears in 1 contract

Samples: Stock Option Agreement (Starmed Group Inc)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!