Vesting; Time of Exercise. Except as specifically provided in this Agreement, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows: a. One-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date. b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date. c. The remaining one-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date. Notwithstanding the foregoing, upon (i) the occurrence of a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below), then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicable, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.
Appears in 2 contracts
Samples: Nonqualified Stock Option Agreement (Alliqua, Inc.), Nonqualified Stock Option Agreement (Alliqua, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the first anniversary of the Date of Grant, provided the Participant is employed by the Company or a Subsidiary on that date.
b. An additional one-third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the second anniversary of the Date of Grant, provided the Participant is employed by the Company or a Subsidiary on that date.
c. The remaining one-third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the third anniversary of the Date of Grant, provided the Optionee Participant is providing services (as an employee, outside director, or contractor) to employed by the Company or a subsidiary Subsidiary on that date. [Notwithstanding the foregoing, upon (i) the occurrence of a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below)Control, then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicableControl, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.]
Appears in 1 contract
Samples: Incentive Stock Option Agreement (NanoVibronix, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this Agreement, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary of the Company on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary of the Company on that date.
c. The remaining one-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary of the Company on that date. Notwithstanding the foregoing, upon (i) the occurrence of a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below) or by the Optionee for Good Reason (as defined below), then immediately prior to on the effective date of such Change in Control (as defined below) or the date of such termination of service, as applicable, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (Alliqua, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-third half (1/3rd1/2) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become be exercisable on first the second anniversary of the Date of GrantXxxxx, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date.
b. An additional oneOne-third half (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd1/2) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third the fourth anniversary of the Date of Grant, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date. Notwithstanding the foregoing, upon if within twelve (i12) the occurrence of months following a Change in Control (as defined below)Control, or (ii) the Optionee’s termination Participant incurs a Termination of service Service by the Company without Just Cause (as defined below)or by the Participant for Good Reason, then effective immediately prior to the effective date such Termination of such Change in Control or the date of such termination of service, as applicableService, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (Matador Resources Co)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the first anniversary of the Date of Grant, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
b. An additional one-third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the second anniversary of the Date of Grant, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
c. The remaining one-third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the third anniversary of the Date of Grant, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date. date [Notwithstanding the foregoing, upon (i) the occurrence of a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below)Control, then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicableControl, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.]
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (NanoVibronix, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall be exercisable on the first anniversary of the Date of Grant, provided the Participant is employed by (rounded downor, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
b. of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date.
c. The remaining one-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third anniversary of the Date of Grant, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date. Notwithstanding In the foregoing, upon (i) the occurrence of event that a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below)occurs, then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicableControl, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable. In the event of the Participant’s death, if then immediately upon his or her death, the total Optioned Shares not previously so vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable.
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (Red Mountain Resources, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. One-One third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the first anniversary of the Date of Grant, provided the Participant has continuously been employed by the Company through that date.
b. An additional one third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the second anniversary of the Date of Grant, provided the Participant has continuously been employed by the Company through that date.
c. The remaining one third (1/3) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on the third anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to Participant has continuously been employed by the Company or a subsidiary on through that date. Notwithstanding the foregoing, upon (i) if the occurrence Participant’s Termination of a Change in Control (as defined below)Service is due to death, Total and Permanent Disability, Retirement or (ii) the Optionee’s termination by action of service by the Company without Cause (as defined in Section 4.b. below)) at any time during the two year period beginning on a Change in Control, the total Optioned Shares not previously vested shall thereupon immediately become fully vested and exercisable as of the Termination Date. In the event that (i) a Change in Control occurs, and (ii) this Agreement is not assumed by the surviving corporation or its parent, or the surviving corporation or its parent does not substitute its own option for this Stock Option, then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicableControl, the total Optioned Shares not previously vested shall thereupon immediately become vested and this Stock Option shall become fully exercisable, if not previously so exercisable.
Appears in 1 contract
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested vested, and the Stock Option shall be exercisable as follows: [TO BE UPDATED WITH SPECIFIC VESTING TERMS]:
a. One-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third anniversary of the Date of Grant__________________, provided the Optionee Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services (as an employee, outside director, or contractorto) to the Company or a subsidiary Subsidiary on that date. Notwithstanding the foregoing, upon (i) the occurrence .
b. of a Change in Control (as defined below), or (ii) the Optionee’s termination of service by the Company without Cause (as defined below), then immediately prior to the effective date of such Change in Control or the date of such termination of service, as applicable, the total Optioned Shares not previously vested shall thereupon immediately become vested vest and this that portion of the Stock Option shall become fully exercisableexercisable on __________________, provided the Participant is employed by (or, if not previously so exercisablethe Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
c. of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on __________________, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
d. of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on __________________, provided the Participant is employed by (or, if the Participant is a Contractor or an Outside Director, is providing services to) the Company or a Subsidiary on that date.
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (MyMD Pharmaceuticals, Inc.)
Vesting; Time of Exercise. Except as specifically provided in this AgreementAgreement and subject to certain restrictions and conditions set forth in the Plan, the Optioned Shares shall be vested and the Stock Option shall be exercisable as follows:
a. OneTwenty-third five percent (1/3rd25%) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on first anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
b. An additional one-third (1/3rd) of the total Optioned Shares (rounded down) shall vest and that portion of the Stock Option shall become exercisable on second anniversary of the Date of Grant, provided the Optionee is providing services (as an employee, outside director, or contractor) to the Company or a subsidiary on that date.
c. The remaining one-third (1/3rd) of the total Optioned Shares shall vest and that portion of the Stock Option shall become exercisable on third anniversary upon the expiration of twelve (12) months after the Date of GrantGrant (the “First Vesting Date”); provided that the Participant is continuously employed by or providing services to the Group from the Date of Grant until the First Vesting Date.
b. The remaining Optioned Shares shall vest and become exercisable in twelve (12) equal portions of one-sixteenth (1/16) of the Optioned Shares, each portion vesting on the last day of each three (3) month period, the first of which shall commence on the first (1st) day following First Vesting Date (each, a “Quarterly Vesting Period”), provided that the Optionee Participant is continuously employed by or providing services (as an employee, outside director, or contractor) to the Company Group from the First Vesting Date or a subsidiary on preceding Quarterly Vesting Date through the last day of the applicable Quarterly Vesting Period.
c. [In the event that date. Notwithstanding the foregoing, upon (i) the occurrence of a Change in Control (as defined below)Transaction occurs, or (ii) the Optionee’s termination of service this Agreement is not assumed by the Successor Company without Cause or the Acquiring Company, as applicable, (iii) the Successor Company or the Acquiring Company, as defined below)applicable, does not substitute its own stock option for this Stock Option, then immediately prior to upon the effective date of such Change in Control or the date of such termination of service, as applicableTransaction, the total Optioned Shares not previously vested shall thereupon immediately become fully vested and this Stock Option shall become fully exercisable, if not previously so exercisable.]
Appears in 1 contract
Samples: Nonqualified Stock Option Agreement (InspireMD, Inc.)