Common use of Vesting of Stock Option Clause in Contracts

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 22, 2014, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December 1, 2014, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s death or “Disability” (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following without the Grantee’s consent: (i) a material reduction of the Grantee’s annual base salary; (ii) a material reduction in the Grantee’s title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) miles from the Grantee’s principal office location immediately prior to a Change in Control. A termination of the Grantee’s employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 22, 2014the first anniversary of the Date of Grant, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December 1, 2014between the first anniversary of the Date of Grant and the fourth anniversary of the Date of Grant, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s death or “Disability” (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following without the Grantee’s consent: (i) a material reduction of the Grantee’s annual base salary; (ii) a material reduction in the Grantee’s title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) miles from the Grantee’s principal office location immediately prior to a Change in Control. A termination of the Grantee’s employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 22, 2014the first anniversary of the Date of Grant, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December 1, 2014between the first anniversary of the Date of Grant and the fourth anniversary of the Date of Gxxxx, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s death or “Disability” (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following without the Grantee’s consent: (i) a material reduction of the Grantee’s annual base salary; (ii) a material reduction in the Grantee’s title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) 50 miles from the Grantee’s principal office location immediately prior to a Change in Control. A termination of the Grantee’s employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 221, 2014, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December 1, 2014, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s death or “Disability” (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following without the Grantee’s consent: (i) a material reduction of the Grantee’s annual base salary; (ii) a material reduction in the Grantee’s title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) miles from the Grantee’s principal office location immediately prior to a Change in Control. A termination of the Grantee’s employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 22, 2014the first anniversary of the Date of Grant, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December 1, 2014between the first anniversary of the Date of Grant and the fourth anniversary of the Date of Grant, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s 's employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s 's death or “"Disability” " (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s 's employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “"Good Reason” " shall mean the occurrence of any of the following without the Grantee’s 's consent: (i) a material reduction of the Grantee’s 's annual base salary; (ii) a material reduction in the Grantee’s 's title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s 's requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) miles from the Grantee’s 's principal office location immediately prior to a Change in Control. A termination of the Grantee’s 's employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.

Vesting of Stock Option. (a) Unless and until terminated as hereinafter provided, the Stock Option shall vest and become exercisable as follows: (i) With respect to twenty-five percent (25%) of the Shares subject to the Stock Option, on November 22December 30, 2014, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through such Vesting Date; and (ii) With respect to seventy-five percent (75%) of the Shares subject to the Stock Option, ratably, on the first day of each month for thirty-six months, commencing December January 1, 20142015, provided that the Grantee shall have remained in the continuous employment or other service of the Company or a Subsidiary through each such Vesting Date. (b) Notwithstanding the provisions of Section 2(a), the Stock Option will become immediately vested and exercisable in full if, prior to the applicable Vesting Date: (i) the Grantee’s employment or service with the Company and its Subsidiaries terminates by reason of the Grantee’s death or “Disability” (defined as permanent and total disability within the meaning of Section 22(e)(3) of the Code); or (ii) the Grantee’s employment or service is terminated within two years after a Change in Control: (A) by the Company and its Subsidiaries without Cause and not as a result of Disability; or (B) by the Grantee for Good Reason (defined as in Section 2(c) of this Agreement). (c) For purposes of this Agreement, “Good Reason” shall mean the occurrence of any of the following without the Grantee’s consent: (i) a material reduction of the Grantee’s annual base salary; (ii) a material reduction in the Grantee’s title, authority, responsibilities or reporting relationship as in effect immediately prior to the Change in Control; or (iii) the Company’s requirement that in order to perform his obligations to the Company, the Grantee must relocate his residence to a location more than fifty (50) miles from the Grantee’s principal office location immediately prior to a Change in Control. A termination of the Grantee’s employment or service by the Grantee shall not be deemed to be for Good Reason unless (x) the Grantee gives notice to the Company of the existence of the event or condition constituting Good Reason within 60 calendar days after such event or condition initially occurs or exists, and (y) the Company fails to cure such event or condition within 30 calendar days after receiving such notice.