Method of Exercise and Form of Payment.
(a) No Option Shares shall be delivered pursuant to any exercise of the Option until the Participant has paid in full to the Company the Exercise Price and an amount equal to any U.S. federal, state, local and non-U.S. income and employment taxes required to be withheld. The Option may be exercised by delivery of written or electronic notice of exercise to the Company or its designee (including a third-party-administrator) in accordance with the terms hereof. The Exercise Price and all applicabl
...e required withholding taxes shall be payable (i) in cash, check, check or cash equivalent and/or in equivalent; or (ii) by such other method as the Committee may permit, including without limitation: (A) shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including, pursuant to procedures approved by the Committee, by means of attestation of ownership of a sufficient number of shares of Common Stock in lieu of actual delivery of such shares to the Company); Company), provided that such shares of Common Stock are 3 not subject to any pledge or other security interest; or (ii) by such other method as the Committee may permit, including without limitation: (A) (B) in other property having a Fair Market Value equal to the Exercise Price and all applicable required withholding taxes, (B) taxes; or (C) if there is a public market for the shares of Common Stock at such time, by means of a broker-assisted "cashless exercise" pursuant to which the Company is delivered a copy of irrevocable instructions to a stockbroker to sell the shares of Common Stock otherwise deliverable upon the exercise of the Option and to deliver promptly to the Company an amount equal to the Exercise Price and all applicable required withholding taxes, or (C) by means of a "net exercise" procedure effected by withholding the minimum number of shares of Common Stock otherwise deliverable in respect of an Option that are needed to pay for the Exercise Price and all applicable required withholding taxes. Any fractional shares of Common Stock resulting from the application of this Section 5 shall be settled in cash. (b) By exercising the Option the Participant agrees that the Participant will notify the Company in writing within fifteen (15) days after the date of any disposition of any of the Option Shares acquired upon exercise of the Option that occurs within two (2) years after the date of the Option grant or within one (1) year after such Option Shares are acquired.
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Method of Exercise and Form of Payment. No
Option Shares shall be delivered pursuant to any exercise of the
Option Options until the Participant has paid in full to the Company the
Exercise Price exercise price and an amount equal to any U.S. federal, state, local and non-U.S. income and employment taxes required to be withheld. The
Option Options may be exercised by delivery of written or electronic notice of exercise to the Company or its designee (including a
third-party-administrator) third-party administrator) in accordance with
...the terms hereof. The Exercise Price exercise price and all applicable required withholding taxes shall be payable (i) in cash, check, cash equivalent and/or in shares of Common Stock valued at the Fair Market Value at the time the Option is exercised (including, pursuant to procedures approved by the Committee, by means of attestation of ownership of a sufficient number of shares of Common Stock in lieu of actual delivery of such shares to the Company); provided that such shares of Common Stock are not subject to any pledge or other security interest; equivalent; or (ii) by such other method as the Committee may permit, including without limitation: (A) in the form of other property (including previously owned Shares; provided that such Shares are not subject to any pledge or other security interest and, except as otherwise determined by the Committee, have been held for at least six months) having a Fair Market Value on the date of exercise equal to the Exercise Price exercise price and all applicable required withholding taxes, (B) if there is a public market for the shares of Common Stock at such time, by means of a broker-assisted "cashless exercise" pursuant to which the Company or its designee (including third-party administrators) is delivered a copy of irrevocable instructions to a stockbroker to sell the shares of Common Stock otherwise deliverable upon the exercise of the Option Options and to deliver promptly to the Company an amount equal to the Exercise Price exercise price and all applicable required withholding taxes, taxes against delivery of the shares of Common Stock to settle the applicable trade, or (C) by means of a "net exercise" procedure effected by withholding the minimum number of shares of Common Stock otherwise deliverable in respect of an Option that are needed Options having a Fair Market Value on the date of exercise equal to pay for the Exercise Price exercise price and all applicable required withholding taxes. Any fractional I-2 6. No Rights as a Stockholder. The Participant shall not be deemed for any purpose (including without limitation any right to vote or receive dividends or any other stockholder rights) be the owner of any shares of Common Stock resulting from hereunder unless, until and to the application extent that (i) the applicable of the Options shall have been exercised pursuant to its terms, (ii) the Company shall have issued and delivered to the Participant the Shares and (iii) the Participant's name shall have been entered as a stockholder of record with respect to such Shares on the books of the Company. The Company shall cause the actions described in clauses (ii) and (iii) of the preceding sentence to occur promptly following settlement as contemplated by this Section 5 shall be settled in cash. Award Agreement, subject to compliance with applicable laws.
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Method of Exercise and Form of Payment. No Option Shares shall be delivered pursuant to any exercise of the Option until
the Participant has paid payment in full
is made to the Company
of the Exercise Price and an amount equal to any U.S. federal, state, local and non-U.S. income and employment taxes required to be
withheld is withheld. The Option may be exercised by delivery of written or electronic notice of exercise to the Company or its designee (including a
third-party-administrator) third party administrator) in accordance with
...the terms hereof. The Exercise Price and all applicable required withholding taxes shall be payable (i) in cash, check, cash equivalent (including bank or certified check or wire transfer) and/or in shares of Class A Common Stock (or any combination of the foregoing) valued at the Fair Market Value at the time the Option is exercised (including, pursuant to procedures approved by the Committee, by means of attestation of ownership of a sufficient number of shares of Class A Common Stock in lieu of actual delivery of such shares to the Company); provided that provided, that, such shares of Class A Common Stock are not subject to any pledge or other security interest; or (ii) by such other method as the Committee may in its sole discretion permit, including without limitation: (A) in other property having a Fair Market Value fair market value equal to the Exercise Price and all applicable required withholding taxes, taxes or (B) if there is a public market for the shares of Class A Common Stock at such time, by means of a broker-assisted "cashless exercise" pursuant to which the Company is delivered a copy of irrevocable instructions to a stockbroker to sell the shares of Class A Common Stock otherwise deliverable upon the exercise of the Option and to deliver promptly to the Company an amount equal to the Exercise Price and all applicable required withholding taxes, taxes; or (C) by means of a "net exercise" procedure effected by withholding the minimum number of shares of Class A Common Stock otherwise deliverable in respect of an Option that are needed to pay for the Exercise Price and all applicable required withholding taxes. taxes up to the maximum statutory withholding rate. Any fractional shares of Class A Common Stock resulting from the application of this Section 5 shall be settled in cash.
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