Method of Exercise of Option Contract Clauses (90)

Grouped Into 6 Collections of Similar Clauses From Business Contracts

This page contains Method of Exercise of Option clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Method of Exercise of Option. The Option shall be exercisable by the delivery to the Secretary of the Corporation (or such other person as the Administrator may require pursuant to such administrative exercise procedures as the Administrator may implement from time to time) of: • a written notice stating the number of shares of Common Stock to be purchased pursuant to the Option or by the completion of such other administrative exercise procedures as the Administrator may require from time to time, • payment in full for the ...Exercise Price of the shares to be purchased in cash, check or by electronic funds transfer to the Corporation; • any written statements or agreements required pursuant to Section 8.1 of the Plan; and • satisfaction of the tax withholding provisions of Section 8.5 of the Plan. The Administrator also may, but is not required to, authorize a non-cash payment alternative by one or more of the following methods (subject in each case to compliance with all applicable laws, rules, regulations and listing requirements and further subject to such rules as the Administrator may adopt as to any such payment method): • notice and third party payment in such manner as may be authorized by the Administrator; • in shares of Common Stock already owned by the Grantee, valued at their fair market value (as determined under the Plan) on the exercise date; • a reduction in the number of shares of Common Stock otherwise deliverable to the Grantee (valued at their fair market value on the exercise date, as determined under the Plan) pursuant to the exercise of the Option; or • a "cashless exercise" with a third party who provides simultaneous financing for the purposes of (or who otherwise facilitates) the exercise of the Option. The Option will qualify as an ISO only if it meets all of the applicable requirements of the Code. The Option may be rendered a nonqualified stock option if the Administrator permits the use of one or more of the non-cash payment alternatives referenced above. View More
Method of Exercise of Option. The Option shall be exercisable by the delivery to the Secretary of the Corporation (or such other person as the Administrator may require pursuant to such administrative exercise procedures as the Administrator may implement from time to time) of: • a written notice stating the number of shares of Common Stock to be purchased pursuant to the Option or by the completion of such other administrative exercise procedures as the Administrator may require from time to time, time; • payment in full fo...r the Exercise Price of the shares to be purchased in cash, check or by electronic funds transfer to the Corporation; • any written statements or agreements required pursuant to Section 8.1 of the Plan; and OMM_US:78538526.2 • satisfaction of the tax withholding provisions of Section 8.5 of the Plan. The Administrator also may, but is not required to, authorize a non-cash payment alternative by one or more of the following methods (subject in each case to compliance with all applicable laws, rules, regulations and listing requirements and further subject to such rules as the Administrator may adopt as to any such payment method): • notice and third party payment in such manner as may be authorized by the Administrator; • in shares of Common Stock already owned by the Grantee, Director, valued at their fair market value (as determined under the Plan) on the exercise date; • a reduction in the number of shares of Common Stock otherwise deliverable to the Grantee Director (valued at their fair market value on the exercise date, as determined under the Plan) pursuant to the exercise of the Option; or • a "cashless exercise" with a third party who provides simultaneous financing for the purposes of (or who otherwise facilitates) the exercise of the Option. The Option will qualify as an ISO only if it meets all of the applicable requirements of the Code. The Option may be rendered a nonqualified stock option if the Administrator permits the use of one or more of the non-cash payment alternatives referenced above. View More
Method of Exercise of Option. The Option shall be exercisable by the delivery to the Secretary of the Corporation (or such other person as the Administrator may require pursuant to such administrative exercise procedures as the Administrator may implement from time to time) of: • a written notice stating an executed Exercise Agreement (stating the number of shares of Common Stock to be purchased pursuant to the Option Option) in substantially the form attached hereto as Exhibit A or by the completion of such other administra...tive exercise procedures form as the Administrator may require from time to time, time (the "Exercise Agreement"); 1 • payment in full for the Exercise Price of the shares to be purchased purchased, in cash, check cash or by electronic funds transfer to the Corporation; Corporation, or by certified or cashier's check payable to the order of the Corporation subject to such specific procedures or directions as the Administrator may establish; • any written statements or agreements required pursuant to Section 8.1 7.5.1 of the Plan; and • satisfaction of the tax withholding provisions of Section 8.5 7.6 of the Plan. The Administrator also may, but is not required to, authorize a non-cash payment alternative by one or more of the following methods (subject in each case to compliance with all applicable laws, rules, regulations and listing requirements and further subject to such rules as the Administrator may adopt as to any such payment method): • notice and third party payment in such manner as may be authorized by the Administrator; • in shares of Common Stock already owned by the Grantee, Participant, valued at their fair market value (as determined under the Plan) Fair Market Value on the exercise date; and/or • a reduction in the number of shares of Common Stock otherwise deliverable to the Grantee (valued at their fair market value on the exercise date, as determined under the Plan) Participant pursuant to the exercise of the Option; Option (based on the Fair Market Value of such shares on the exercise date); and/or • if the Common Stock is then registered under the Exchange Act and listed or quoted on a "cashless exercise" with recognized national securities exchange, irrevocable instructions to a third party who provides simultaneous financing for the purposes of (or who otherwise facilitates) the broker to, upon exercise of the Option. The Option, promptly sell a sufficient number of shares of Common Stock acquired upon exercise of the Option and deliver to the Corporation the amount necessary to pay the Exercise Price (and, if applicable, the amount of any related tax withholding obligations); and/or • a note meeting the requirements of Section 5.3.3 of the Plan (or, in the case of tax loans, Section 7.6 of the Plan). An Option will qualify as an ISO only if it meets all of the applicable requirements of the Code. The If the Option is designated as an ISO, the Option may be rendered a nonqualified stock option Nonqualified Stock Option if the Administrator permits the use of one or more of the non-cash payment alternatives referenced above. In addition, following the date on which the Corporation's Stock is first listed for trading on an established securities market, if during any part of the exercise period described above the exercise of this Option would be prohibited solely because the issuance of Shares upon such exercise would violate the registration requirements under the Securities Act or a similar provision of other applicable law, then instead of terminating at the end of such prescribed period, the then-vested portion of this Option will instead remain outstanding and not expire until the earlier of (i) the Expiration Date as set forth on the cover page of the Option Agreement or (ii) the date on which the then-vested portion of this Option has been exercisable without violation of applicable law for the aggregate period (which need not be consecutive) after termination of the Participant's service specified in Section 5.6 of the Plan. View More
Method of Exercise of Option. The Option shall be exercisable by the delivery to the Secretary of the Corporation (or such other person as the Administrator may require pursuant to such administrative exercise procedures as the Administrator may implement from time to time) of: • a written notice stating the number of shares of Common Stock to be purchased pursuant to the Option or by the completion of such other administrative exercise procedures as the Administrator may require from time to time, • payment in full for the ...Exercise Price of the shares to be purchased in cash, check or by electronic funds transfer to the Corporation; Corporation, or (subject to compliance with all applicable laws, rules, regulations and listing requirements and further subject to such rules as the Administrator may adopt as to any non-cash payment) in shares of Common Stock already owned by the Grantee, valued at their Fair Market Value on the exercise date; • any written statements or agreements required pursuant to Section 8.1 of the Plan; and • satisfaction of the tax withholding provisions of Section 8.5 of the Plan. The Administrator also may, but is not required to, authorize a non-cash payment alternative by one or more of the following methods (subject in each case to compliance with all applicable laws, rules, regulations and listing requirements and further subject to such rules as the Administrator may adopt as to any such payment method): • notice and third party payment in such manner as may be authorized by the Administrator; • in shares of Common Stock already owned by the Grantee, valued at their fair market value (as determined under the Plan) on the exercise date; • a reduction in the number of shares of Common Stock otherwise deliverable to the Grantee (valued at their fair market value on the exercise date, as determined under the Plan) pursuant to the exercise of the Option; or • a "cashless exercise" with a third party who provides simultaneous financing for the purposes of (or who otherwise facilitates) the exercise of the Option. The Option will qualify as an ISO only if it meets all of the applicable requirements of the Code. The Option may be rendered a nonqualified stock option if the Administrator permits the use of one or more of the non-cash payment alternatives referenced above. Administrator. View More
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Method of Exercise of Option. The Option may be exercised to the extent that it has become exercisable hereunder by delivery to the Trust on any business day, at its principal office addressed to the attention of the Committee, of written notice of exercise, which notice shall specify the number of shares for which the Option is being exercised and shall be accompanied by payment in full of the Option Price of the shares for which the Option is being exercised. Payment of the Option Price for the shares of Stock purchased pu...rsuant to the exercise of the Option shall be made (a) in cash or by check 2 payable to the order of the Trust; (b) through the tender to the Trust of shares of Stock, which shares shall be valued, for purposes of determining the extent to which the Option Price has been paid thereby, at their Fair Market Value on the date of exercise; (c) by a combination of the methods described in (a) and (b); or (d) with the consent of the Trust, by withholding the number of shares of Stock that would otherwise vest or be issuable in an amount equal in value to the Option Price. Payment in full of the Option Price need not accompany the written notice of exercise provided the notice directs that the Stock certificate or certificates for the shares for which the Option is exercised be delivered to a specified licensed broker applicable to the Trust as the agent for the Optionee and, at the time such shares of Stock certificate or certificates are delivered, the broker tenders to the Trust cash (or cash equivalents acceptable to the Trust) equal to the Option Price plus the amount, if any, of federal and/or other taxes which the Trust may, in its judgment, be required to withhold with respect to the exercise of the Option. An attempt to exercise the Option granted other than as set forth above shall be invalid and of no force or effect. Promptly after the exercise of the Option and the payment in full of the Option Price of the shares of Stock covered thereby, the Optionee shall be entitled to the issuance of a Stock certificate or certificates evidencing the Optionee's ownership of such shares. View More
Method of Exercise of Option. The Option may be exercised to the extent that it has become vested and exercisable hereunder by delivery to the Trust Company on any business day, at its principal office addressed to the attention of the Committee, of written notice of exercise, which notice shall specify the number of shares for which the Option is being exercised and shall be accompanied by payment in full of the Option Price of the shares for which the Option is being exercised. Payment of the Option Price for the shares of... Stock purchased 3 pursuant to the exercise of the Option shall be made (a) in cash or by check 2 payable to the order of the Trust; Company; (b) through the tender to the Trust Company of shares of Stock, which shares shall be valued, for purposes of determining the extent to which the Option Price has been paid thereby, at their Fair Market Value on the date of exercise; (c) by a combination of the methods described in (a) and (b); or (d) with the consent of the Trust, Company, by withholding the number of shares of Stock that would otherwise vest or be issuable in an amount equal in value to the Option Price. Payment in full of the Option Price need not accompany the written notice of exercise provided the notice directs that the Stock certificate or certificates for the shares for which the Option is exercised be delivered to a specified licensed broker applicable to the Trust Company as the agent for the Optionee Participant and, at the time such shares of Stock certificate or certificates are delivered, the broker tenders to the Trust Company cash (or cash equivalents acceptable to the Trust) Company) equal to the Option Price plus the amount, if any, of federal and/or other taxes which the Trust Company may, in its judgment, be required to withhold with respect to the exercise of the Option. An attempt to exercise the Option granted other than as set forth above shall be invalid and of no force or effect. Promptly after the exercise of the Option and the payment in full of the Option Price of the shares of Stock covered thereby, the Optionee Participant shall be entitled to the issuance of a Stock certificate or certificates evidencing the Optionee's Participant's ownership of such shares. View More
Method of Exercise of Option. Any exercise will take place in a fashion consistent with Section 4.2(e)(1) of the Partnership's Agreement of Limited Partnership, taking into account the provisions below. Accordingly, (a) Optionee will provide the exercise price of the Option to the Partnership, (b) on behalf of the Optionee, the Partnership 3 will purchase from the Company for fair market value the number of shares for which the Option is being exercised by the Optionee, (c) the shares will be transferred by the Company, on b...ehalf of the Partnership, to the Optionee, and (d) the Company will contribute to the Partnership the proceeds received from the Partnership for the shares underlying the Option in exchange for a number of Partnership Units equal to the number of shares for which the Option is being exercised. The Option may be exercised to the extent that it has become exercisable hereunder by (a) exercise through the Company's approved broker for such exercises, or (b) delivery to the Trust Company on any business day, at its principal office addressed to the attention of the Committee, of written notice of exercise, which notice shall specify the number of shares for which the Option is being exercised exercised, and shall be accompanied by payment in full of the Option Price of the shares for which the Option is being exercised. Payment of the Option Price for the shares of Common Stock purchased pursuant to the exercise of the Option shall be made (a) in cash or by check 2 payable to the order of the Trust; Partnership; (b) through the tender to the Trust Company on behalf of shares the Partnership of Common Stock, which shares stock shall be valued, for purposes of determining the extent to which the Option Price has been paid thereby, at their its Fair Market Value on the date of exercise; (c) by a combination of the methods described in (a) and (b); or (d) with the consent of the Trust, Company, by withholding delivery to the Optionee of the number of shares of Common Stock that would otherwise vest or be issuable in an amount equal in value to the Option Price. Payment in full of the Option Price need not accompany the written notice of exercise provided the notice directs that the Common Stock certificate or certificates for the shares for which the Option is exercised be delivered to a specified licensed the Company approved broker applicable to the Trust for such exercises as the agent for the Optionee and, at the time such shares of Common Stock certificate or certificates are is delivered, the broker tenders to the Trust Company cash (or cash equivalents acceptable to the Trust) Company) equal to the Option Price plus the amount, if any, of federal and/or other taxes which the Trust Company may, in its judgment, be required to withhold with respect to the exercise of the Option. An attempt to exercise the Option granted other than as set forth above shall be invalid and of no force or effect. Promptly after the exercise of the Option and the payment in full of the Option Price of the shares of Common Stock covered thereby, the Optionee shall be entitled to to, as applicable, (a) the issuance of a certificate for Common Stock certificate or certificates evidencing the Optionee's ownership of such shares. stock or (b) direct registration for such stock or (c) electronic transfer of such stock to a Company-approved broker. View More
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Method of Exercise of Option. Subject to the foregoing, the Option may be exercised in whole or in part from time to time by serving written notice of exercise to the Company at its principal office within the Option period. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Payment of the exercise price shall be made (i) in cash (including bank check, personal check or money order payable to the Company), (ii) with the approval of ...the Company (which may be given in its sole discretion), by tendering to the Company a number of shares of the Company's Common Stock already owned by Participant having a Fair Market Value (as defined in the Plan) equal to the full exercise price of the Shares being acquired. View More
Method of Exercise of Option. Subject to the foregoing, the The Option may be exercised in whole or in part from time to time by serving written notice of exercise to on the Company at its principal office within during the Option period. term of the Option. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Payment of the exercise price shall be made (i) in cash (including bank check, personal check or money order payable to the Co...mpany), (ii) with Company) or by delivering to the approval Company for cancellation shares of common stock of the Company (which may be given in its sole discretion), by tendering to the Company with a number of shares of the Company's Common Stock already owned by Participant having a Fair Market Value (as defined in the Plan) fair market value equal to the full exercise price of the Shares being acquired. Option. View More
Method of Exercise of Option. Subject to the foregoing, the Option may be exercised in whole or in part from time to time by serving written notice of exercise to on the Company at its principal office within the Option period. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Payment of the exercise price shall be made (i) in cash (including bank check, personal check or money order payable to the Company), (ii) with the approval ...of the Company (which may be given in its sole discretion), by tendering delivering to the Company a number of for cancellation shares of the Company's Common Stock already owned by Participant Employee having a Fair Market Value (as defined in the Plan) equal to the full exercise price of the Shares being acquired. acquired, or (iii) with the approval of the Company (which may be given in its sole discretion), by delivering to the Company a combination thereof. In addition, with the approval of the Company (which may be given in its sole discretion), the Option may be exercised by delivering to the Employee, a number of Shares having an aggregate Fair Market Value (determined as of the date of exercise) equal to the excess, if positive, of the Fair Market Value of the Shares underlying the Option being exercised, on the date of exercise, over the exercise price of the Option for such Shares. View More
Method of Exercise of Option. Subject to the foregoing, the Option may be exercised in whole or in part from time to time by serving written notice of exercise on the Company, in the form of Exercise Notice attached as Schedule A to the Company Certificate, at its principal office within the Option period. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Payment of the exercise price shall be made (i) in cash (including bank check..., personal check or money order payable to the Company), (ii) with the approval of the Company (which may be given in its sole discretion), by tendering delivering to the Company a number of for cancellation shares of the Company's Common Stock common stock already owned by Participant the Holder having a Fair Market Value (as defined in the Plan) equal to the full exercise price of the Shares being acquired. acquired, or (iii) with the approval of the Company (which may be given in its sole discretion), by delivering to the Company a combination thereof. In addition, with the approval of the Company (which may be given in its sole discretion), the Option may be exercised by delivering to the Holder, the excess, if positive, of the Fair Market Value (as defined in the Plan) of the Shares being exercised, on the date of exercise, over the exercise price of the Option for such Shares as set forth above. The Company shall determine in its sole and absolute discretion whether such an exercise is paid in cash or shares of the Company's common stock. View More
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Method of Exercise of Option. Subject to the foregoing, the Option may be exercised in whole or in part from time to time by serving written notice to the Company (through the Plan administrator or other means specified by the Company) stating the number of Shares to be purchased. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Such notice must be accompanied by payment in full of the exercise price for all Shares to be purchased... by (i) cash or check, (ii) delivery of unencumbered Shares previously acquired by you having a Fair Market Value (as defined in the Plan) on the date of exercise that is equal to the exercise price or (iii) withholding of Shares that would otherwise be issued upon such exercise having a Fair Market Value on the date of exercise equal to the aggregate exercise price for the Shares for which the Option is being exercised. View More
Method of Exercise of Option. Subject to the foregoing, the Option may be exercised in whole or in part from time to time by serving written notice to the Company (through the Plan administrator or other means specified by the Company) stating the number of Shares to be purchased. The notice shall state the number of Shares as to which the Option is being exercised and shall be accompanied by payment of the exercise price. Such notice must be accompanied by payment in full of the exercise price for all Shares to be purchased... by (i) cash cash, check (bank check, certified check or check, personal check) or money order payable to the order of the Company, (ii) delivery of unencumbered Shares previously acquired by you Participant having a Fair Market Value (as defined in the Plan) on the date of exercise that is equal to the exercise price or price, (iii) withholding of Shares that would otherwise be issued upon such exercise having a Fair Market Value on the date of exercise equal to the aggregate exercise price for the Shares for which the Option is being exercised. exercised or (iv) a cashless (broker-assisted) exercise that complies with all applicable laws. View More
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Method of Exercise of Option. Any vested portion of the Option may be exercised by the Participant's delivery of a written or electronic notice of exercise (in a form acceptable to the Corporation) to the Secretary of the Corporation (or its designee), setting forth the number of Shares with respect to which the Option is to be exercised, accompanied by full payment of the aggregate Exercise Price and any Tax-Related Items (as defined in Section 7 below). The Exercise Price shall be payable to the Corporation by one or more ...following methods: (a) by check; (b) through irrevocable instructions from the Participant to the Corporation's designated broker or other broker permitted by the Corporation to remit funds required to satisfy all or a portion of the Exercise Price to the Corporation under a broker-assisted cashless exercise; provided, however, that the Participant shall be permitted to engage an individual broker in connection with the cashless exercise contemplated under this Section 4(b) to the extent the Participant has adopted an arrangement that is intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Securities Act (a "10b5-1 Trading Plan") with respect to transactions involving the Option and/or Shares subject to the Option; or (c) through such other method of exercise permitted by the Administrator, in its sole discretion, pursuant to Section 5.5 of the Plan. As soon as practicable after receipt of the Participant's written notice of exercise and full payment of the Exercise Price and any Tax-Related Items, the Corporation shall deliver to the Participant Share certificates (which may be in book entry form) representing the Shares underlying the exercised Option. View More
Method of Exercise of Option. Any vested portion of the Option may be exercised by the Participant's delivery of a written or electronic notice of exercise (in a form acceptable to the Corporation) Company) to the Secretary of the Corporation Company (or its designee), setting forth the number of Shares with respect to which the Option is to be exercised, accompanied by full payment of the aggregate Exercise Price and any Tax-Related Items (as defined in Section 7 below). The Exercise Price shall be payable to the Corporatio...n Company by one or more following methods: (a) by check; (b) through irrevocable instructions from the Participant to the Corporation's Company's designated broker or other broker permitted by the Corporation Company to remit funds required to satisfy all or a portion of the Exercise Price to the Corporation Company under a broker-assisted cashless exercise; exercise program implemented by the Company; provided, however, that the Participant shall be permitted to engage an individual broker in connection with the cashless exercise contemplated under this Section 4(b) to the extent the Participant has adopted an arrangement that is intended to comply with the requirements of Rule 10b5-1(c)(1)(i)(B) under the Securities 1934 Act (a "10b5-1 Trading Plan") with respect to transactions involving the Option and/or Shares subject to the Option; or (c) through such other method of exercise permitted by the Administrator, Committee, in its sole discretion, pursuant to Section 5.5 5.6 of the Plan. As soon as practicable after receipt of the Participant's written notice of exercise and full payment of the Exercise Price and any Tax-Related Items, the Corporation Company shall deliver to the Participant Share certificates (which may be in book entry form) representing the Shares underlying the exercised Option. View More
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Method of Exercise of Option. 4.1 General Rule. 4.2 Exceptions. 4.3 Delivery and Other Laws. 4.4 Fractional Shares. 4.5 Compliance with Applicable Law.
Method of Exercise of Option. 4.1 General 4.1General Rule. 4.2 Exceptions. 4.3 Delivery 4.2Exceptions. 4.3Delivery and Other Laws. 4.4 Fractional Shares. 4.5 Compliance 4.5Compliance with Applicable Law.
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