Vesting of Right to Exercise. Subject to Section 3, the Participant's right to exercise the Option shall vest in accordance with the table attached hereto as Attachment A (the "Vesting Schedule"), with the percentage set forth in any row of the right hand column of the Vesting Schedule being the maximum percentage of the Shares which are fully vested shares (the "Vested Shares"), on a cumulative basis, at any time during the period beginning on the corresponding date set forth in the left hand column of the Vesting Schedule, so long as such period has been completed, and, for all but the last row of the Vesting Schedule, ending on the day immediately preceding the date set forth in the left hand column of the next row of the Vesting Schedule. Notwithstanding anything to the contrary herein, (i) in the event of a Change in Control (as defined below) that is effective during the Participant's employment with the Company, this Option may be exercised immediately prior to such Change in Control with respect to all of the Shares that are the subject of this Option, and (ii) in the event that the Participant's employment is involuntarily terminated by the Company without Cause (as defined below), this Option may be exercised with respect to all of the Shares that are the subject of this Option. A "Change of Control" shall mean and include the following:
Vesting of Right to Exercise. During the first year commencing on the date of grant, the Option shall not be exercisable to any extent. Commencing on the first day following the first anniversary of the date of grant and during the ensuing 91 day period, the Option may be exercised for not more than one-fourth (25%) of the Shares. Thereafter, commencing on the first day following the end of the prior 91 day period and during each of the ensuing twelve 91 day periods, the Option may be exercised (to the extent not already exercised) for not more than an additional one-sixteenth (6.25%) of the Shares. After the fourth anniversary of the date of grant, for the duration of the Option, the Option may be exercised in full.
Vesting of Right to Exercise. As of the Date of Grant, this Option may be exercised with respect to all of the Shares that are the subject of this Option.
Vesting of Right to Exercise. Optionee’s right to exercise this option shall vest one hundred percent (100%) after one year.
Vesting of Right to Exercise. This Warrant is immediately exercisable and may be exercised in whole or in part by the Holder at any time from the date hereof until the Expiration Date.
Vesting of Right to Exercise. During the first year commencing on the date of grant, the Option shall not be exercisable to any extent. Commencing on the first day following the first anniversary of the date of grant and during the ensuing 91 day period, the Option may be exercised for not more than one-fourth (25%) of the Shares. Thereafter, commencing on the first day following the end of the prior 91 day period and during each of the ensuing twelve 91 day periods, the Option may be exercised (to the extent not already exercised) for not more than an additional one-sixteenth (6.25%) of the Shares. After the fourth anniversary of the date of grant, for the duration of the Option, the Option may be exercised in full. Upon any Change of Control (as hereinafter defined), all unvested Shares shall become fully vested and the Option may thereafter be immediately exercised. For purposes of this Agreement, "Change of Control" shall mean and include any of the following:
(i) a merger or consolidation of the Corporation with or into any other corporation or other business entity (except one in which the holders of capital stock of the Corporation immediately prior to such merger or consolidation continue to hold at least a majority of the outstanding securities having the right to vote in an election of the Board of Directors ("Voting Stock") of the surviving corporation);
(ii) a sale, lease, exchange or other transfer (in one transaction or a related series of transactions) of all or substantially all of the Corporation's assets;
(iii) the acquisition by any person or any group of persons (other than the Corporation, any of its direct or indirect subsidiaries, or any trustee, fiduciary or other person or entity holding securities under any employee benefit plan or trust of the Corporation or any of its direct or indirect subsidiaries) acting together in any transaction or related series of transactions, of such number of shares of the Voting Stock as causes such person, or group of persons, to own beneficially, directly or indirectly, as of the time immediately after such transaction or series of transactions, more than 50% of the combined voting power of the Voting Stock other than as a result of an acquisition of securities directly from the Corporation, or solely as a result of an acquisition of securities by the Corporation which by reducing the number of shares of the Voting Stock outstanding increases the proportionate voting power represented by the Voting Stock owned by any such perso...
Vesting of Right to Exercise. As of the Date of Grant, this Option may be exercised with respect to all of the Shares that ate the subject of this Option.
(a) The Option may be exercised from time to time with respect to all or any part of the Shares as to which it is exerdsahle at the time; provided, however, that it may not be exercised as to less than tea percent (10%) of the Shares at any one time, except with respect to the remaining Shares then purchasable under the Option, if less than ten percent (10%) of the Shares. No fractional Shares may be purchased except in combination with a fraction or fractions under another presently exercisable option, and then only to the extent that such combination equals a full Share.
(b) To exercise the Option, the Participant (or other person exercising the Option) must deliver to the Company the following:
1. a completed and signed notice of exercise, in the form of hereto, stating the number of Shares to be purchased. If the Option is being exercised by a person other than the Participant, the notice of exercise must be accompanied by proof of the right of such person to exercise the Option and such other pertinent information as the Company deems necessary;
Vesting of Right to Exercise. The right to exercise the Options shall vest over a three-year period, with one-third of the Options vesting on the date of this Agreement, 1/3 vesting on the first anniversary of this Agreement and 1/3 vesting on the second anniversary of this Agreement. If, however, the employment of the Optionee is terminated by the Company for Cause or in case of the death or Disability of the Optionee pursuant to the Employment Agreement, then all Options which have not vested on or prior to the date of such termination shall not vest and shall be automatically forfeited by the Optionee without any further action. Vested options shall be exercisable, in whole or in part, until the Option Expiration Date, regardless of whether the Optionee remains an employee, officer or director of the Company during that period. Notwithstanding the foregoing, the Options shall automatically vest upon a Change in Control, as that term is defined in the Employment Agreement.
Vesting of Right to Exercise. The right to exercise the Options shall vest over a three-year period, with one-third of the Options vesting on the first, second and third anniversaries of this Agreement. If, however, the employment of the Optionee is terminated by the Company for Cause or in case of the death or Disability of the Optionee pursuant to the Employment Agreement, then all Options which have not vested on or prior to the date of such termination shall not vest and shall be automatically forfeited by the Optionee without any further action. Vested options shall be exercisable, in whole or in part, until the Option Expiration Date, regardless of whether the Optionee remains an employee, officer or director of the Company during that period. Notwithstanding the foregoing, the Options shall automatically vest: (i) upon a Change in Control, and (ii) if Optionee's employment with the Company is terminated by Optionee for Good Reason.
Vesting of Right to Exercise. During the period commencing on the date of grant and continuing until the date that is one year from the date of grant (the "Initial Vesting Date"), the Option shall not be exercisable to any extent. Commencing on the first day following the Initial Vesting Date and during the ensuing month, the Option may be exercised for not more than one-quarter (1/4) of the Shares. Thereafter, on the last day of such ensuing month and on the last day of each of the thirty-six (36) months thereafter, the Option may be exercised (to the extent not already exercised) for not more than an additional one-forty-eighth (1/48) of the Shares. Thereafter, and for the duration of the Option, the Option may be exercised in full.
