Amendment of the Plan and Awards. 13.1 Amendment of Plan. The Board at any time, and from time to time, may amend or terminate the Plan. However, except as provided in Section11 relating to adjustments upon changes in Common Stock and Section 13.3, no amendment shall be effective unless approved by the shareholders of the Company to the extent shareholder approval is necessary to satisfy any Applicable Laws. At the time of such amendment, the Board shall determine, upon advice from counsel, whether such amendment will be conting
...ent on shareholder approval. 13.2 Shareholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. 13.5 Amendment of Awards. The Committee at any time, and from time to time, may amend the terms of any one or more Awards; provided, however, that the Committee may not affect any amendment which would otherwise constitute an impairment of the rights under any Award unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing.
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Amendment of the Plan and Awards. 13.1 Amendment of Plan. The Board at any time, and from time to time, may amend or terminate the Plan. However, except as provided in
Section11 Section 11 relating to adjustments upon changes in Common Stock and Section 13.3, no amendment shall be effective unless approved by the shareholders of the Company to the extent shareholder approval is necessary to satisfy
the Code for Incentive Stock Options or rules of any
Applicable Laws. stock exchange upon which the Common Stock is listed. At the t
...ime of such amendment, the Board shall determine, upon advice from counsel, whether such amendment will be contingent on shareholder approval. 16 13.2 Shareholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. approval. 13.3 Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. 13.5 Amendment of Awards. The Committee at any time, and from time to time, may amend the terms of any one or more Awards; provided, however, that the Committee may not affect any amendment which would otherwise constitute an impairment of the rights under any Award unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. 13.6 Conversion of Incentive Stock Options into Non-Qualified Stock Options; Termination of Incentive Stock Options. The Board or Committee, at the written request of any Optionholder, may in its discretion take such actions as may be necessary to convert such Otionholder's Incentive Stock Options (or any installments or portions of installments thereof) that have not been exercised on the date of conversion into Non-Qualified Stock Options at any time prior to the expiration of such Incentive Stock Options, regardless of whether the Optionholder is an employee of the Company or an Affiliate at the time of such conversion; provided, however, the Board or Committee shall not reprice the Options or extend the exercise period or reduce the exercise price of the appropriate installments of such Options without the approval of the Company's shareholders. At the time of such conversion, the Board or Committee (with the consent of the Optionholder) may impose such conditions on the exercise of the resulting Non-Qualified Stock Options as the Board or Committee in its discretion may determine, provided that such conditions shall not be inconsistent with this Plan. Nothing in the Plan shall be deemed to give any Optionholder the right to have such Optionholder's Incentive Stock Options converted into Non-Qualified Stock Options, and no such conversion shall occur until and unless the Board or Committee takes appropriate action. The Committee, with the consent of the Optionholder, may also terminate any portion of any Incentive Stock Options that has not been exercised at the time of such termination.
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Amendment of the Plan and Awards.
13.1 (a) Amendment of Plan. The Board at any
time, and from time
to time, may amend or terminate the Plan. However, except as provided in
Section11 Section 11(a) relating to adjustments upon changes in Common
Stock and Section 13.3, Stock, no amendment
shall will be effective unless approved by the
shareholders stockholders of the Company to the extent
shareholder stockholder approval is necessary to satisfy any
Applicable Laws. applicable law or any securities exchange listing requirements. At
...the time of such amendment, the Board shall determine, upon advice from counsel, whether such amendment will be contingent on shareholder stockholder approval. 13.2 Shareholder Mammoth Energy Services, Inc. Equity Incentive Plan 27 (b) Stockholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder stockholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 (c) Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors Employees with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or and to bring the Plan and/or and Awards granted under it hereunder into compliance therewith. 13.4 Notwithstanding the foregoing, neither the Board nor the Company nor any Affiliate will have any liability to any Participant or any other Person as to (a) any tax consequences expected, but not realized, by a Participant or any other person due to the receipt, exercise, or settlement of any Award granted hereunder; or (b) the failure of any Award to comply with Section 409A of the Code. (d) Amendment of Awards; No Impairment of Rights. Rights (i) The Administrator at any time may amend the terms of any one or more Awards. However, subject to Section 12(d)(ii), no amendment may impair rights under any Award granted before such amendment. Except as otherwise permitted under Section 11, unless stockholder approval is obtained: (1) no amendment or modification may reduce the Exercise Price of any Option or the Strike Price of any SAR; (2) the Committee may not cancel any outstanding Option or SAR and replace it with a new Option or SAR, another Award or cash if such action will be considered a "repricing" for purposes of the shareholder approval rules of the applicable securities exchange or inter-dealer quotation system on which the Common Stock is listed or quoted; and (3) the Committee may not take any other action that is considered a "repricing" for purposes of the shareholder approval rules of the applicable securities exchange or inter-dealer quotation system on which the Common Stock is listed or quoted. (ii) No amendment of the Plan shall not be impaired by or an Award may impair rights under any Award granted before such amendment of the Plan unless (a) (1) the Company requests the consent of the Participant and (b) (2) the Participant consents in writing. 13.5 Amendment For the avoidance of Awards. The Committee at any time, doubt, a cancellation of an Award where the Participant receives a payment equal in value to the Fair Market Value of the vested Award or, in the case of vested Options or Stock Appreciation Rights, the difference between the Fair Market Value and from time to time, may amend the terms of any one Exercise Price or more Awards; provided, however, that the Committee may Strike Price, is not affect any amendment which would otherwise constitute an impairment of the Participant's rights under any Award unless (a) the Company requests the that requires consent of the Participant and (b) the Participant consents in writing. Participant.
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Amendment of the Plan and Awards.
13.1 15.1 Amendment of
the Plan. The Board at any time, and from time to time, may amend or terminate the Plan. However, except as provided in
Section11 Section 13 relating to adjustments upon changes in Common
Stock and Section 13.3, Stock, no amendment shall be effective unless approved by the
shareholders stockholders of the Company to the extent
shareholder stockholder approval is necessary to satisfy any
Applicable Laws. At the time of such amendment, the Board shall determine, upon advice ...from counsel, whether such amendment will be contingent on shareholder approval. 13.2 Shareholder applicable laws. 16 15.2 Stockholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 stockholder approval. 15.3 No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (a) the Company requests the consent of the affected Participant and (b) the Participant consents in writing. 13.5 consents. 15.4 Amendment of Awards. The Committee at any time, and from time to time, may amend the terms of any one or more Awards; Awards and the Award Agreements related thereto; provided, however, that the Committee may not affect any amendment which would otherwise constitute an impairment of the rights under any Award unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. consents.
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Amendment of the Plan and Awards. 13.1 Amendment of Plan. The Board at any time, and from time to time, may amend or terminate the Plan. However, except as provided in
Section11 relating to adjustments upon changes in Common Stock and Section
13.3, 12.1, no amendment shall be effective unless approved by the shareholders of the Company to the extent shareholder approval is necessary to satisfy any
Applicable Laws. applicable law or any Nasdaq or securities exchange listing requirements. At the time of such amendment, the Board s
...hall determine, upon advice from counsel, whether such amendment will be contingent on shareholder approval. 21 13.2 Shareholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors Employees with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. However, an amendment of the Plan that results in a cancellation of an Award where the Participant receives a payment equal in value to the fair market value of the vested Award or, in the case of an Option, the difference between the Fair Market Value and the exercise price for all shares of Common Stock subject to the Option, shall not be an impairment of the Participant's rights that requires consent of the Participant. 13.5 Amendment of Awards. The Committee Administrator at any time, and from time to time, may amend the terms of any one or more Awards; provided, however, that (a) if any such amendment impairs a Participant's rights or increases a Participant's obligations under his or her Award or creates or increases a Participant's federal income tax liability with respect to an Award, such amendment shall also be subject to the Committee may Participant's consent (provided, however, a cancellation of an Award where the Participant receives a payment equal in value to the fair market value of the vested Award or, in the case of vested Options, the difference between the Fair Market Value of the Common Stock subject to an Option and the exercise price, shall not affect any amendment which would otherwise constitute an impairment of the Participant's rights that requires consent); and (b) except for adjustments made pursuant to Section 12, no such amendment shall, unless approved by the shareholders of the Company (i) reduce the exercise price of any outstanding Option, or (ii) cancel or amend any outstanding Option for the purpose of repricing, replacing or regranting such Option with an exercise price that is less than the original exercise price thereof (as adjusted pursuant to Section 12). An amendment to the Plan described in the last sentence of Section 13.4 shall not be an impairment of the Participant's rights under any the Participant's Award unless (a) the Company requests the that requires consent of the Participant and (b) the Participant consents in writing. Participant.
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Amendment of the Plan and Awards. 13.1 Amendment of Plan. The Board at any time, and from time to time, may amend or terminate the Plan. However, except as provided in
Section11 Section 11 relating to adjustments upon changes in Common
Stock Stock, and Section
13.3, 13.3 and Section 14.14, no amendment shall be effective unless approved by the shareholders of the Company to the extent shareholder approval is necessary to satisfy any Applicable Laws. At the time of such amendment, the Board shall determine, upon advice from couns
...el, whether such amendment will be contingent on shareholder approval. 13.2 Shareholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan or any Award for shareholder approval, including, but not limited to, amendments to the Plan submissions for shareholder approval intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 Contemplated Amendments. It If any Award is expressly contemplated granted under the Plan prior to the date that the Board may amend Plan has been approved by the shareholders of BAC, such Award shall be contingent upon the approval of the Plan in any respect by the shareholders of BAC. Further, the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors Committee may make the payment of any Award contingent upon shareholder approval, for the purposes of compliance with the maximum benefits provided or to be provided under the provisions Section 162(m) of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 otherwise. 13.3 No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be impaired by any amendment of the Plan unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. 13.5 Amendment of Awards. The Committee at any time, and from time writing, or (b) the Award was granted subject to time, may amend the terms of any one or more Awards; provided, however, that the Committee may not affect any amendment which would otherwise constitute an impairment of the rights under any Award unless (a) the Company requests the consent of the Participant and (b) the Participant consents in writing. amendment.
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Amendment of the Plan and Awards.
13.1 (a) Amendment of Plan. The Board at any time, and from time to time, may amend
or terminate the Plan. However, except as provided in
Section11 Section 15 relating to adjustments upon changes in
Common Stock and Section 13.3, stock, no amendment shall be effective unless approved by the shareholders of the Company to the extent shareholder approval is necessary to satisfy
the requirements of Rule 16b-3 or any
Applicable Laws. At the time of such amendment, the Board shall determine, upon adv...ice from counsel, whether such amendment will be contingent on shareholder approval. 13.2 Nasdaq or securities exchange listing requirements. (b) Shareholder Approval. The Board may, in its sole discretion, submit any other amendment to the Plan for shareholder approval, including, but not limited to, amendments to the Plan intended to satisfy the requirements of Section 162(m) of the Code and the regulations thereunder regarding the exclusion of performance-based compensation from the limit on corporate deductibility of compensation paid to certain executive officers. 13.3 (c) Contemplated Amendments. It is expressly contemplated that the Board may amend the Plan in any respect the Board deems necessary or advisable to provide eligible Employees, Consultants and Directors Employees with the maximum benefits provided or to be provided under the provisions of the Code and the regulations promulgated thereunder relating to Incentive Stock Options or to the nonqualified deferred compensation provisions of Section 409A of the Code and/or to bring the Plan and/or Awards granted under it into compliance therewith. 13.4 any other Applicable Law. (d) No Impairment of Rights. Rights under any Award granted before amendment of the Plan shall not be materially impaired by any amendment of the Plan unless (a) (i) the Company requests the consent of the Participant and (b) (ii) the Participant consents in writing. 13.5 (e) Amendment of Awards. The Committee Board at any time, and from time to time, may amend the terms of any one or more Awards; provided, however, that the Committee may not affect any amendment which would otherwise constitute an impairment of the rights under any Award shall not be materially impaired by any such amendment unless (a) (i) the Company requests the consent of the Participant and (b) (ii) the Participant consents in writing.
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