Vesting of Right to Exercise Option. (a) Except as otherwise provided in this Agreement, the right to exercise this Option shall vest in the manner set forth on Exhibit A, which is attached hereto and incorporated herein by reference for all purposes. From and after each date of vesting, Optionee may exercise this Option, subject to the terms and conditions set forth herein, to purchase all or any portion of the Shares for which Optionee's rights have vested.
(b) To the extent Optionee does not purchase all or any part of the Shares at the times this Option becomes exercisable, the Optionee has the right cumulatively thereafter to purchase any Shares not so purchased and such right shall continue until this Option terminates or expires.
(c) If Optionee's employment by the Companies is terminated on account of fraud against the Company or a Subsidiary or conviction of a felony, the Option shall automatically terminate as of the date of such termination of employment.
(d) If Optionee's employment by the Companies is terminated voluntarily by Optionee or by action of the Companies for reasons other than as specified in subsection (c), this Option may be exercised, but only (i) within three months after such termination (if otherwise prior to the date of expiration of this Option), and not thereafter, and (ii) to purchase the number of Shares, if any, that could be purchased upon exercise of this Option at the date of termination of Optionee's employment. For purposes of this subsection (d), if this Option shall not have fully vested as of the date of Optionee's termination of employment by action of the Companies for reasons other than as specified in subsection (c) (but not in the event of voluntary termination), then a ratable portion of the number of Shares which would have become purchasable upon the next vesting date shall be deemed to have vested as of the date of such termination (determined by multiplying the number of Shares that vest on the next vesting date by a fraction with a numerator equal to the number of full months which have then elapsed since the last vesting date and a denominator of 12, and rounding to the nearest whole number).
(e) In the event of Optionee's termination of employment with the Companies by reason of death or disability (within the meaning of Section 22(e)(3) of the Code), this Option may be exercised by the person who acquires this Option by will or the laws of descent and distribution, or by Optionee (or the Optionee's legal guardian in the event one is ap...
Vesting of Right to Exercise Option. This Option shall become exercisable as to portions of the Shares as follows:
(a) this Option shall not be exercisable with respect to any of the Shares until [VESTDATE2] (the "First Vesting Date"); (b) on the First Vesting Date this Option shall become exercisable as to 25% of the Shares, if Participant has continuously provided services to the Company or any Subsidiary or Parent of the Company from the Date of Grant through the First Vesting Data and has not been Terminated on or before the First Vesting Date; (c) this Option shall become exercisable as to an additional 2.083% of the Shares upon the expiration of each successive full month after the First Vesting Date, so long as Participant continuously provides services to the Company or any Subsidiary or Parent of the Company and is not Terminated; PROVIDED that this Option shall in no event ever become exercisable with respect to more than 100% of the Shares.
Vesting of Right to Exercise Option. Subject to the terms and conditions of the 2005 Plan and this Grant, and so long as the Optionee continuously remains a member of the Board of Directors of the Company (a “Board Member”), this Option shall vest and become exercisable as to one-twelfth (1/12) of the Shares monthly following the Date of Grant.
Vesting of Right to Exercise Option. This Option shall ----------------------------------- become vested and exercisable as to portions of the Shares as follows:
(a) this Option shall not vest nor be exercisable with respect to any of the Shares until ____________ (the "FIRST VESTING DATE"); (b) if Optionee has continuously provided services to the Company or any Subsidiary or Parent of the Company from the Date of Grant through the First Vesting Date and has not been Terminated on or before the First Vesting Date, then on the First Vesting Date this Option shall vest and become exercisable as to twenty five percent (25%) of the Shares; and (c) thereafter on the first day of each month, so long as Optionee continuously provides services to the Company or any Subsidiary or Parent of the Company and is not Terminated, this Option shall vest and become exercisable as to an additional 1/48th (0.02833333) of the Shares; provided that this Option -------- shall in no event ever vest and become exercisable with respect to more than 100% of the Shares.
Vesting of Right to Exercise Option. (a) Except as otherwise provided in this Agreement, the right to exercise this Option shall vest on the first Realized Equity Value Date on which the Realized Equity Value equals or exceeds the Initial Partnership Buy- In Price multiplied by three. From and after such date of vesting, if any, Optionee may exercise this Option, subject to the terms and conditions set forth herein.
(b) To the extent Optionee does not purchase all or any part of the Shares at the times this Option becomes exercisable, the Optionee has the right cumulatively thereafter to purchase any Shares not so purchased and such right shall continue until this Option terminates or expires.
(c) If Optionee's employment by the Companies is terminated (i) for "cause" pursuant to the terms of an employment agreement between Optionee and any of the Companies which defines termination for "cause" or (ii) if Optionee is not a party to an agreement described in clause (i), on account of fraud or dishonesty or other acts which the Board has determined are materially detrimental to the interests of the Companies, the Option shall automatically terminate as of the date of such termination.
Vesting of Right to Exercise Option. The Vesting Schedule of the ----------------------------------- Agreement, as set forth in the Notice of Stock Option Grant related thereto, is hereby amended in its entirety to read as follows:
Vesting of Right to Exercise Option. The Optionee may purchase from the Company the following aggregate number of shares covered by the Option on and after each of the following dates during the term of the Option: Date Number of Shares Available On a Cumulative Basis Third anniversary of the date the Company consummates the initial public offering of its Common Shares One-third of all option shares, rounded down to the nearest whole number of shares Fourth anniversary of the date the Company consummates the initial public offering of its Common Shares Two-thirds of all option shares, rounded down to the nearest whole number of shares Fifth anniversary of the date the Company consummates the initial public offering of its Common Shares 100% of all option shares The Option, to the extent vested, shall be exercisable in whole at any time or in part from time to time during the term of the Option. The term of the Option shall be five (5) years and six (6) months from the date the Company consummates the initial public offering of its Common Shares or such shorter period as is prescribed in paragraph 3. Notwithstanding anything in this Agreement or the Plan to the contrary, this Option shall not be exercisable unless, on or before the sixtieth day after the date of this award agreement, the Company consummates the initial public offering of its Common Shares.
Vesting of Right to Exercise Option. (a) The right to exercise the Options is fully vested as of October 30, 2002. Optionee may exercise the Options, subject to the terms and conditions set forth herein, to purchase all or any portion of the Shares for which Optionee's rights have vested.
(b) To the extent Optionee does not purchase all or any part of the Shares at the times the Options become exercisable, the Optionee has the right cumulatively thereafter to purchase any Shares not so purchased and such right shall continue until the Options terminate or expire.
(c) If Optionee's employment is terminated on account of fraud or dishonesty or other acts which the Board has determined are materially detrimental to the interests of the Company or a Subsidiary or Union Oil Company of California, the Options shall automatically terminate as of the date of such termination of employment.
(d) If Optionee's employment is terminated voluntarily by Optionee, the Options may be exercised, but only within three months after such termination (if otherwise prior to the date of expiration of the Options), and not thereafter.
(e) In the event of Optionee's termination of employment by reason of death or disability (within the meaning of Section 22(e)(3) of the Code), or by action of the Companies for reasons other than as specified in subsection (c) (and following such termination the Optionee is not immediately offered employment by Union Oil Company of California), the Options may be exercised by the person who acquires the Options by will or the laws of descent and distribution, or by Optionee (or the Optionee's legal guardian in the event one is appointed as a result of Optionee's disability), as the case may be, but only within the first to occur of (i) the end of the one year period following the date of termination or (ii) the date of expiration of the Options, and not thereafter.
Vesting of Right to Exercise Option. This Option shall become exercisable as it vests as to portions of the Shares as follows: (a) this Option shall not be exercisable with respect to any of the Shares until _________________ (the "Vesting Start Date"); (b) On the Vesting Start Date this Option shall become exercisable as to twenty-five percent (25%) of the Shares; and (c) thereafter, on the first anniversary of the Vesting Start Date and on each successive anniversary of the Vesting Start Date, this Option shall become exercisable as to an additional twenty-five percent (25%) of the Shares; provided that this Option shall in no event ever become exercisable with respect to more than 100% of the Shares. Vesting will occur so long as Participant continuously provides services to the Company or any Subsidiary, Parent or Affiliate of the Company and is not terminated.
Vesting of Right to Exercise Option. This Option shall be exercisable as indicated in this Agreement. Subject to the terms and conditions of the Plan and this Agreement (including any Exhibits thereto), this Option shall vest and become exercisable as to portions of the Shares pursuant to the Vesting Schedule specified above. If application of the vesting percentage causes a fractional Share, such Share shall be rounded down to the nearest whole Share for each month except for the last month in such vesting period, at the end of which last month this Option shall become vested for the full remainder of the Shares. This Option shall cease to vest upon the Participant’s Termination of Service and the Participant shall in no event be entitled under this Option to purchase a number of Shares greater than the Total Option Shares as set forth above.
