Common use of Treatment of Stock Options and Other Stock-Based Awards Clause in Contracts

Treatment of Stock Options and Other Stock-Based Awards. (a) Except as otherwise agreed in writing by Parent and the applicable holder thereof, each option to purchase Shares (collectively, the “Company Stock Options”) granted under the employee and director stock plans of the Company (the “Company Stock Plans”), whether vested or unvested, that is outstanding immediately prior to the Effective Time will at the Effective Time be cancelled and the holder of such Company Stock Option will, in full settlement of such Company Stock Option, receive from the Surviving Corporation an amount (subject to any applicable withholding tax) in cash equal to the product of (x) the excess, if any, of the Merger Consideration over the exercise price per Share of such Company Stock Option multiplied by (y) the total number of Shares subject to such Company Stock Option (the aggregate amount of such cash hereinafter referred to as the “Option Consideration”).

Appears in 4 contracts

Samples: Agreement and Plan of Merger (CGEA Investor, Inc.), Agreement and Plan of Merger (BMCA Acquisition Sub Inc.), Agreement and Plan of Merger (Elkcorp)

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Treatment of Stock Options and Other Stock-Based Awards. (a) Except as otherwise agreed in writing by Parent and the applicable holder thereof, each Each option to purchase Shares (collectively, the “Company Stock Options”) granted under the employee and director Company stock plans of the Company (the “Company Stock Plans”)option plans, whether vested or unvested, that is outstanding immediately prior to the Effective Time will at the Effective Time be cancelled and the holder of such Company Stock Option will, in full settlement of such Company Stock Option, receive from the Surviving Corporation an amount (subject to any applicable withholding tax) in cash equal to the product of (x) the excess, if any, of the Merger Consideration over the exercise price per Share of such Company Stock Option multiplied by (y) the total number of Shares subject to such Company Stock Option (the aggregate amount of such cash hereinafter referred to as the “Option Consideration”).

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Safenet Inc), Agreement and Plan of Merger (Stealth Acquisition Corp.)

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