Exercise Procedure Clause Example with Variations from Business Contracts

This page contains Exercise Procedure clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Exercise Procedure. (a) Subject to the provisions of Paragraphs 2 and 3 above, the Grantee may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, specifying the number of shares of Company Stock as to which the Option is to be exercised and the method of payment. Payment of the exercise price and applicable withholding taxes shall be made in accordance with procedures established by the Committee from... time to time based on the type of payment being made but, in any event, prior to issuance of the shares of Company Stock. The Grantee shall pay the exercise price and applicable withholding taxes (i) in cash or certified check, (ii) if permitted by the Committee, by delivering shares of Company Stock owned by the Grantee and having an aggregate Fair Market Value on the date of exercise equal to the exercise price or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock having an aggregate Fair Market Value on the date of exercise equal to the exercise price, (iii) by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, or (iv) by such other method as the Committee may approve to the extent permitted by applicable law. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. (b) The obligation of the Company to deliver shares of Company Stock upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee (or other person exercising the Option after the Grantee's death) represent that the Grantee is purchasing the shares of Company Stock for the Grantee's own account and not with a view to, or for sale in connection with, any distribution of the shares of Company Stock, or such other representations as the Committee deems appropriate. (c) All obligations of the Company under this Agreement shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. Subject to Committee approval, the Grantee may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by having shares of Company Stock withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. View More Arrow

Variations of a "Exercise Procedure" Clause from Business Contracts

Exercise Procedure. (a) Subject to the provisions of Paragraphs Sections 2 and 3 above, the Grantee Participant may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in a form prescribed by the manner provided in this Agreement, Committee or satisfying such other procedures as shall be set forth by the Committee from time to time, specifying the number of shares of Company Stock as to which the Option is to be exercised and exercised. At the ... class="diff-color-red">method of payment. Payment time of the exercise price and applicable withholding taxes shall be made in accordance with procedures established by Participant's delivery of such notice or such other time as the Committee from time to time based on shall determine, the type Participant shall pay the aggregate Exercise Price for that number of payment being made but, in any event, prior to issuance of the shares of Company Stock. The Grantee shall pay Stock for which the exercise price and applicable withholding taxes Option is being exercised as follows: (i) in cash or certified check, cash; (ii) if permitted by with the approval of the Committee, by delivering shares of Company Stock owned by the Grantee and having an aggregate Stock, which shall be valued at their Fair Market Value on the date of exercise equal to the exercise price delivery, or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock having an aggregate a Fair Market Value on the date of exercise equal to the exercise price, aggregate Exercise Price; (iii) by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, Board; (iv) by surrender of all or (iv) any part of the shares of Company Stock for which the Option is exercisable to the Company for an appreciation distribution payable in shares of Company Stock with a Fair Market Value at the time of the Option surrender equal to the dollar amount by which the then Fair Market Value of the shares of Company Stock subject to the surrendered portion exceeds the aggregate Exercise Price payable for those shares of Company Stock; or (v) by such other method as the Committee may approve approve, to the extent permitted by applicable law. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. (b) Promptly after receipt of a notice of exercise and full payment of the Exercise Price for the shares of Company Stock being acquired, the Company shall issue and deliver to the Participant (or other person validly exercising the Option) a certificate or certificates representing the shares of Company Stock being purchased, or evidence of the issuance of such shares in book-entry form, registered in the name of the Participant (or such other person), or, upon request, in the name of the Participant (or such other person) and in the name of another person in such form of joint ownership as requested by the Participant (or such other person) pursuant to applicable state law. (c) The obligation of the Company to deliver shares of Company Stock upon exercise of the Option shall be subject to all applicable laws, rules, rules and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee Participant (or other person exercising the Option after the Grantee's Participant's death) represent that the Grantee Participant is purchasing the shares of Company Stock for the Grantee's Participant's own account and not with a view to, to or for sale in connection with, with any distribution of the shares of Company Stock, or such other representations representation as the Committee deems appropriate. (c) (d) All obligations of the Company under this Agreement shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. Subject to Committee approval, the Grantee any taxes, if applicable. The Participant may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by by, upon exercise of the Option, having shares of Company Stock withheld having a Fair Market Value up to an amount that does not exceed the minimum maximum statutory tax rates in the applicable withholding tax rate for federal (including FICA), state and local tax liabilities. jurisdictions. View More Arrow
Exercise Procedure. (a) Subject to the provisions of Paragraphs Sections 2 and 3 above, the Grantee may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, specifying the number of shares of Company Stock Shares as to which the Option is to be exercised and the method of payment. Payment of the exercise price and applicable withholding taxes shall be made in accordance with procedures established by the ... class="diff-color-red">Committee Board from time to time based on the type of payment being made but, in any event, prior to issuance of the shares of Company Stock. Shares. The Grantee shall pay the exercise price and applicable withholding taxes (i) in cash or certified check, (ii) if permitted by the Committee, by delivering shares of Company Stock owned by the Grantee and having an aggregate Fair Market Value on the date of exercise equal to the exercise price or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock having an aggregate Fair Market Value on the date of exercise equal to the exercise price, (iii) by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, or (iv) by such other method as the Committee may approve to the extent permitted by applicable law. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. cash. (b) The obligation of the Company to deliver shares of Company Stock Shares upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, Board, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee (or other person exercising the Option after the Grantee's death) represent that the Grantee is purchasing the shares of Company Stock Shares for the Grantee's own account and not with a view to, to or for sale in connection with, with any distribution of the shares of Company Stock, Shares, or such other representations representation as the Committee Board deems appropriate. (c) All obligations of the Company under this Agreement shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. any taxes, if applicable. Subject to Committee Board approval, the Grantee may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by having shares of Company Stock Shares withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. View More Arrow
Exercise Procedure. (a) Subject to the provisions of Paragraphs 2 and 3 above, the Grantee may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, specifying the number of shares of Company Stock Shares as to which the Option is to be exercised and the method of payment. Payment of the exercise price and applicable withholding taxes shall be made in accordance with procedures established by the Committee Board from time to time based on the type of payment being made but, in any event, prior to issuance of the shares of Company Stock. Shares. The Grantee shall pay the exercise price and applicable withholding taxes (i) in cash or certified check, cash, (ii) if permitted by with the Committee, approval of the Board, by delivering shares of the Company Stock owned by the Grantee and having an aggregate Stock, which shall be valued at their Fair Market Value (as defined in the Plan) on the 2 date of exercise equal to the exercise price delivery, or by attestation (on a form prescribed by the Committee) Board) to ownership of shares of Company Stock having an aggregate a Fair Market Value on the date of exercise equal to the exercise price, (iii) after a Public Offering (as defined in the Plan), by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, (iv) by surrender of all or (iv) any part of the vested shares for which the Option is exercisable to the Company for an appreciation distribution payable in Shares with a Fair Market Value at the time of the Option surrender equal to the dollar amount by which the then Fair Market Value of the Shares subject to the surrendered portion exceeds the aggregate Exercise Price payable for those Shares, or (v) by such other method as the Committee Board may approve to the extent permitted by applicable law. approve. The Committee Board may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. (b) The obligation of the Company to deliver shares of Company Stock upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, Board, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee (or other person exercising the Option after the Grantee's death) represent that the Grantee is purchasing the shares of Company Stock Shares for the Grantee's own account and not with a view to, to or for sale in connection with, with any distribution of the shares of Company Stock, Shares, or such other representations representation as the Committee Board deems appropriate. (c) All obligations of the Company under this Agreement shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. any taxes, if applicable. Subject to Committee Board approval, the Grantee may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by having shares of Company Stock Shares withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. View More Arrow
Exercise Procedure. (a) Subject to the provisions of Paragraphs 2 and 3 above, the Grantee Participant may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, Grant, specifying the number of shares of Company Stock as to which the Option is to be exercised and the method of payment. Payment of the exercise price and price, together with any applicable withholding taxes tax withholding, shall be made in... accordance with procedures established by the Committee from time to time based on the type of payment being 3 made but, in any event, prior to issuance of the shares of Company Stock. The Grantee Participant shall pay the exercise price and applicable withholding taxes (i) in cash or certified check, cash; (ii) if permitted by with the approval of the Committee, by delivering shares of Company Stock owned by the Grantee and having an aggregate Fair Market Value Stock, which shall be valued at their fair market value on the date of exercise equal to the exercise price delivery, or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock having an aggregate Fair Market Value a fair market value on the date of exercise exercise, equal to the exercise price, price; (iii) by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, Board; or (iv) by such other method as the Committee may approve approve, to the extent permitted by applicable law. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. (b) The Participant may not exercise the Option unless the exercise of the Option and the issuance of shares of Company Stock complies with all applicable laws, rules, and regulations. The obligation of the Company to deliver shares of Company Stock upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company shall be relieved of any liability with respect to any delayed issuance of shares of Company Stock or its failure to issue shares of Company Stock if such delay or failure is necessary to comply with applicable laws. The Company may require that the Grantee Participant (or other person exercising the Option after the Grantee's Participant's death) represent that the Grantee Participant is purchasing the shares of Company Stock for the Grantee's Participant's own account and not with a view to, or for sale in connection with, any distribution of the shares of Company Stock, or such other representations as the Committee deems appropriate. (c) All obligations of the Company under this Agreement Grant shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. Subject to Committee approval, the Grantee may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by having shares of Company Stock withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. taxes, if applicable. View More Arrow
Exercise Procedure. (a) Subject to the provisions of Paragraphs Sections 2 and 3 above, the Grantee Participant may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, specifying the number of shares of Company Stock as to which the Option is to be exercised and the method of payment. Payment of the exercise price and applicable withholding taxes shall be made in accordance with procedures established by exercised. At such time as the Committee from time to time based on shall determine, the type of payment being made but, in any event, prior to issuance of the shares of Company Stock. The Grantee Participant shall pay the exercise price and applicable withholding taxes Exercise Price (i) in cash or certified check, cash, (ii) if permitted by with the approval of the Committee, by delivering shares of Company Stock owned by the Grantee and having an aggregate Participant, which shall be valued at their Fair Market Value on the date of exercise equal to the exercise price exercise, or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock having an aggregate a Fair Market Value on the date of exercise at least equal to the exercise price, Exercise Price, (iii) by payment through a broker in accordance with procedures permitted by Regulation T of the Federal Reserve Board, (iv) with the approval of the Committee, by withholding shares of Company Stock subject to the exercisable Option, which have a Fair Market Value on the date of exercise equal to the Exercise Price, or (iv) (v) by such other method as the Committee may approve approve, to the extent permitted by applicable law. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares of Company Stock to exercise the Option. (b) The obligation of the Company to deliver shares of Company Stock upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee Participant (or other person exercising the Option after the Grantee's Participant's death) represent that the Grantee Participant is purchasing the shares of Company Stock for the Grantee's Participant's own account and not with a view to, to or for sale in connection with, with any distribution of the shares of Company Stock, or such other representations representation as the Committee deems appropriate. 4 (c) All obligations of the Company under this Agreement shall be subject to the rights of the Company as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. any taxes, if applicable. Subject to Committee approval, the Grantee Participant may elect to satisfy any tax withholding obligation of the Employer with respect to the Option by having shares of Company Stock withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. Unless the Committee determines otherwise, share withholding for taxes shall not exceed the Participant's minimum applicable tax withholding amount. (d) Upon exercise of the Option (or portion thereof), the Option (or portion thereof) shall terminate and cease to be outstanding. View More Arrow
Exercise Procedure. (a) Subject to the provisions of Paragraphs Sections 2 and 3 above, the Grantee may exercise part or all of the exercisable portion of the Option by giving the Company written notice of intent to exercise in the manner provided in this Agreement, specifying the number of shares of Company Stock Shares as to which the Option is to be exercised and the method of payment. Payment of the exercise price and applicable withholding taxes Exercise Price shall be made in accordance with procedures... established by the Committee from time to time based on the type of payment being made but, in any event, prior to issuance of the shares of Company Stock. Shares. The Grantee shall pay the exercise price and applicable withholding taxes Exercise Price (i) in cash or certified check, cash, (ii) if permitted by with the approval of the Committee, by delivering shares Shares of Company Stock owned by the Grantee and having an aggregate Company, which shall be valued at their Fair Market Value on the date of exercise equal to the exercise price delivery, or by attestation (on a form prescribed by the Committee) to ownership of shares of Company Stock Shares having an aggregate a Fair Market Value on the date of exercise equal to the exercise price, Exercise Price, (iii) after a Public Offering, by payment through a broker in accordance with procedures permitted by Regulation T of the 2 Federal Reserve Board, (iv) with the approval of the Committee, by surrender of all or (iv) any part of the vested Shares for which the Option is exercisable to the Company for an appreciation distribution payable in shares of Company Stock with a Fair Market Value at the time of the Option surrender equal to the dollar amount by which the then Fair Market Value of the shares of Company Stock subject to the surrendered portion exceeds the aggregate exercise price payable for those shares, or (v) by such other method as the Committee may approve to the extent permitted by applicable law. approve. The Committee may impose from time to time such limitations as it deems appropriate on the use of shares Shares of the Company Stock to exercise the Option. (b) The obligation of the Company to deliver shares of Company Stock Shares upon exercise of the Option shall be subject to all applicable laws, rules, and regulations and such approvals by governmental agencies as may be deemed appropriate by the Committee, including such actions as Company counsel shall deem necessary or appropriate to comply with relevant securities laws and regulations. The Company may require that the Grantee (or other person exercising the Option after the Grantee's death) represent that the Grantee is purchasing the shares of Company Stock Shares for the Grantee's own account and not with a view to, to or for sale in connection with, with any distribution of the shares of Company Stock, Shares, or such other representations representation as the Committee deems appropriate. (c) All obligations of the Company under this Agreement shall be subject to the rights of the Company Employer as set forth in the Plan to withhold amounts required to be withheld for all applicable taxes. any Withholding Taxes, if applicable. Subject to Committee approval, the Grantee may elect to satisfy any tax withholding Withholding Tax obligation of the Employer with respect to the Option by having shares of Company Stock withheld up to an amount that does not exceed the minimum applicable withholding tax rate for federal (including FICA), state and local tax liabilities. Shares withheld. View More Arrow