Method of Payment Clause Example with 9 Variations from Business Contracts
This page contains Method of Payment 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.
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; (b) cancellation of indebtedness; (c) at the discretion of the Plan Administrator on a case by case basis, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on the date of surrender equal to the aggregate Exercise Price of... the Shares as to which this Option is being exercised; or (d) at the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. 2 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability or death or for Cause, Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, Optionee may, but only within 12 months following the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's death, or in the event of Optionee's death within 3 months following Optionee's Termination Date, this Option may be exercised at any time within 12 months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this Option by bequest or inheritance, but only to the extent Optionee was vested in this Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period.View More
Variations of a "Method of Payment" Clause from Business Contracts
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) Optionee:(a) cash or check; (b) check;(b) cancellation of indebtedness; (c) at indebtedness;(c) if the discretion of the Plan Administrator on a case by case basis, by surrender of other shares of Common Stock of is listed on an exchange or market, and if the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggrega...te Fair Market Value on the date is at such time permitting broker-assisted cashless exercises, delivery of surrender equal a properly executed exercise notice together with irrevocable instructions to a broker participating in such cashless brokered exercise program to deliver promptly to the aggregate Exercise Price of Company the Shares amount required to pay the exercise price (and applicable withholding taxes) and in any event in accordance with applicable law;(d) with respect to a Nonstatutory Option, such other method as to which this Option is being exercised; or (d) at may be approved by the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. 2 5. Committee.5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this Option only as within the Termination Period set forth in the Notice and Notice, exercise this Section 5. Option to the extent Optionee was vested in the Option Shares it as of such Termination Date. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or Notice, the termination periods set forth below, this Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this Option as set forth in the Notice. (a) Termination. In the event of termination of the Optionee's Continuous Service Status other than as a result terminates on account of Optionee's Disability or death or for Cause, Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, Optionee may, but only within 12 months following the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's death, or in the event of Optionee's death within 3 months following Optionee's Termination Date, this Option may be exercised at any time within 12 months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) Termination Period by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this the Option as of the Termination Date. (iii) Termination for Cause. In no event, may any Option be exercised after the event Expiration Date of termination of Optionee's Continuous Service Status for Cause, this the Option (including any vested portion thereof) shall immediately terminate as set forth in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period. Notice. View More
Method of Payment. Payment Unless otherwise specified by the Company in its sole discretion to comply with Applicable Laws or facilitate the administration of the Plan, payment of the Exercise Price shall be in any form authorized by any the terms of the following, Plan. Optionee understands and agrees that, if required by the Company or Applicable Laws, any cross-border cash remittance made to exercise this Option or transfer proceeds received upon the sale of Shares must be made through a combination locally aut...horized financial institution or registered foreign exchange agency and may require Optionee to provide to such entity certain information regarding the transaction. Moreover, Optionee understands and agrees that the future value of the following, at underlying Shares is unknown and cannot be predicted with certainty and may decrease in value, even below the election of Optionee: (a) cash Exercise Price. Optionee understands that neither the Company nor any Subsidiary Corporations or check; (b) cancellation of indebtedness; (c) at affiliate is responsible for any foreign exchange fluctuation between local currency and the United States Dollar or the selection by the Company or any Subsidiary Corporations or affiliate in its sole discretion of an applicable foreign currency exchange rate that may affect the Plan Administrator on a case by case basis, by surrender of other shares of Common Stock value of the Company (either directly Option (or the calculation of income or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Shares as to which this Option is being exercised; or (d) at the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. 2 tax-related items thereunder). 24 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if If Optionee does not exercise this Option within the Termination Period Option Expiration Date set forth in the Notice or the termination periods set forth below, this Option shall terminate in its entirety. In no event, event may any Option be exercised after the Option Expiration Date of this Option as set forth in the Notice. (a) General Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability or death or Optionee's termination for Cause, Optionee may, the Option, to the extent unexercised and exercisable by the Optionee is vested in on the date on which the Optionee's Service terminated, may be exercised by the Optionee at any time prior to the expiration of the Option Shares at the date Expiration Date or such other period of such termination (the "Termination Date"), exercise this Option during the Termination Period time as is set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, Optionee may, but only within 12 months following the Termination Date, exercise this Option Option, to the extent unexercised and exercisable on the date on which the Optionee's Service terminated, may be exercised by the Optionee was vested (or the Optionee's guardian or legal representative) at any time prior to the Option Expiration Date or such other period of time as is set forth in the Option Shares as of such Termination Date. (ii) Notice. (c) Death of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's death, or in the event of Optionee's death within 3 months month(s) following Optionee's Termination Date, this Option the Option, to the extent unexercised and exercisable on the date on which the Optionee's Service terminated, may be exercised at any time within 12 months following by the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate legal representative or by a other person who acquired the right to exercise this the Option by bequest or inheritance, but only reason of the Optionee's death at any time prior to the extent Optionee was vested in this Option as expiration of the Termination Date. (iii) Option Expiration Date or such other period of time as is set forth in the Notice. (d) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this the Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Optionee' s Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period. View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; or (b) cancellation delivery of indebtedness; (c) at the discretion of the Plan Administrator on a case properly executed exercise notice together with irrevocable instructions to a broker approved by case basis, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and ...that have an aggregate Fair Market Value on the date of surrender equal to deliver promptly to the aggregate Exercise Price Company the amount of sale or loan proceeds required to pay the Shares as to which this Option is being exercised; or (d) at the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. exercise price. 2 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this the Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option vested in the Optioned Stock as of the Termination Date, or if Optionee (or other person entitled to exercise the Option) does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this the Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this the Option as set forth in the Notice. Notice and subject to the restrictions set forth in Section 3(a)(iii). (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability permanent and total disability or death or for Cause, and subject to the restrictions set forth in Section 3(a)(iii), Optionee may, to the extent Optionee is vested in the Option Shares at Optioned Stock as of the date of such termination (the "Termination Date"), Termination Date, exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this the Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, permanent and total disability within the meaning of Section 22(e)(3) of the Code, Optionee may, but only within 12 months following the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares Optioned Stock as of such Termination Date, exercise this Option at any time within one (1) year from the Termination Date. (ii) Death of Optionee. In the event of termination the death of Optionee's Optionee (A) during the term of this Option and while an Employee or Consultant of the Company and having been in Continuous Service Status as a result since the date of Optionee's death, grant of the Option, or in the event of Optionee's death (B) within 3 three (3) months following after Optionee's Termination Date, this to the extent Optionee was vested in the Optioned Stock as of the Termination Date, the Option may be exercised at any time within 12 months following one (1) year of the date of Optionee's death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period. inheritance. View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; (b) cancellation of indebtedness; (c) at prior to the discretion of date, if any, upon which the Plan Administrator on Common Stock becomes a case by case basis, Listed Security, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market... Value on the date of surrender equal to the aggregate Exercise Price of the Shares as to which this the Option is being exercised; exercised. In the case of shares acquired directly or indirectly from the Company, such shares must have been owned by Optionee for more than six (6) months on the date of surrender (or such other period of time as is necessary to avoid the Company's incurring adverse accounting charges); Flxt Exh 10 4 Form of option grant.docx -5- (d) following the date, if any, upon which the Common Stock is a Listed Security, and if the Company is at such time permitting "same day sale" cashless brokered exercises, delivery of a properly executed exercise notice together with irrevocable instructions to a broker participating in such cashless brokered exercise program to deliver promptly to the discretion Company the amount required to pay the exercise price (and applicable withholding taxes); or (e) use of the Plan Administrator on build-in equity value of an Option resulting in reducing the number of net Shares that will be received as a case by case basis, by Cashless Exercise. 2 result of the exercise of such Option, 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this the Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this the Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this the Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability disability or death or for Cause, Cause (as defined in the Plan), Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this the Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, disability, Optionee may, but only within 12 twelve months following from the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination the death of Optionee's Optionee (a) during the term of this Option and while an Employee, Director or Consultant of the Company and having been in Continuous Service Status as a result since the date of Optionee's death, grant of the Option, or in the event of Optionee's death (b) within 3 months following thirty (30) days after Optionee's Termination Date, this the Option may be exercised at any time within 12 twelve months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this the Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is terminated for Cause, the Option shall terminate immediately upon such termination for Cause as set forth in Section 9(b)(iv) of the Plan. In the event Optionee's employment or consulting relationship with the Company is suspended pending an investigation of whether Optionee's Continuous Service Status will such relationship shall be terminated for Cause, all Optionee's rights under this the Option, including the right to exercise this the Flxt Exh 10 4 Form of option grant.docx -6- Option, shall be suspended during the investigation period. period, also as set forth in Section 9(b)(iv) of the Plan. View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; (b) cancellation of indebtedness; (c) at prior to the discretion of date, if any, upon which the Plan Administrator on Common Stock becomes a case by case basis, Listed Security, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market... Value on the date of surrender equal to the aggregate Exercise Price of the Shares as to which this the Option is being exercised; exercised. In the case of shares acquired directly or indirectly from the Company, such shares must have been owned by Optionee for more than six (6) months on the date of surrender (or such other period of time as is necessary to avoid the Company's incurring adverse accounting charges); or (d) following the date, if any, upon which the Common Stock is a Listed Security, and if the Company is at such time permitting "same day sale" cashless brokered exercises, delivery of a properly executed exercise notice together with irrevocable instructions to a broker participating in such cashless brokered exercise program to deliver promptly to the discretion of Company the Plan Administrator on a case by case basis, by Cashless Exercise. amount required to pay the exercise price (and applicable withholding taxes). 2 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this the Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this the Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this the Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability disability or death or for Cause, death, Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this the Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, disability, Optionee may, but only within 12 twelve months following from the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination the death of Optionee's Optionee (a) during the term of this Option and while an Employee or Consultant of the Company and having been in Continuous Service Status as a result since the date of Optionee's death, grant of the Option, or in the event of Optionee's death (b) within 3 months following thirty (30) days after Optionee's Termination Date, this the Option may be exercised at any time within 12 twelve months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this the Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period.View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; (b) cancellation of indebtedness; (c) at the discretion of the Plan Administrator check delivered on a case by case basis, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on dated no later than the date of surrender equa...l exercise; or (b) if the Company (in its sole discretion, at the time) is at such time permitting "same day sale" cashless brokered exercises, delivery of a properly executed exercise notice together with irrevocable instructions to a broker participating in such cashless brokered exercise program to deliver promptly to the aggregate Exercise Price Company the amount required to pay the exercise price (and applicable withholding taxes); or (c) if the Notice expressly authorizes Optionee to use the net-exercise method, delivery of the Shares as to which this Option is being exercised; or (d) at the discretion of the Plan Administrator a properly executed net-exercise notice on a case form provided by case basis, by Cashless Exercise. 2 the Company. -2- 5. Termination of Relationship. Relationship; Early Termination of Option. Following the date of termination cessation of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this the Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee is not allowed to exercise this Option during the Termination Period set forth in the Notice, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this the Option shall terminate in its entirety. In no event, event may any Option be exercised after the Expiration Date of this the Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability disability or death or for Cause, Cause (as defined in the Plan), Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), Termination Date, exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. Terminations of Relationship. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this the Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, disability, Optionee may, but only within 12 twelve months following from the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination the death of Optionee's Optionee (a) during the term of this Option and while an employee (including officers) or Outside Director of, or consultant or advisor to, either the Company or an Affiliate and having been in Continuous Service Status since the date of grant of the Option, or (b) within three months after Optionee's Termination Date (but only if such cessation of services was not as a result of Optionee's death, voluntary termination by the Optionee or in for Cause), the event of Optionee's death within 3 months following Optionee's Termination Date, this Option may be exercised at any time within 12 twelve months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this the Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is terminated for Cause, the Option shall terminate immediately upon such termination for Cause as set forth in Section 6.8 of the Plan. In the event Optionee's employment or consulting relationship with the Company is suspended pending an investigation of whether Optionee's Continuous Service Status will such relationship shall be terminated for Cause, all Optionee's rights under this the Option, including the right to exercise this the Option, shall be suspended during the investigation period. The Administrator shall have authority to effect such procedures and take such actions as are necessary to carry out the legal intent of this Section 5(b)(iii), including such procedures and actions as are required to cause Optionee to return to the Company Shares purchased under the Option that have been purchased or that vested within six months of the events giving rise to the for-Cause termination of Optionee's Continuous Service Status and, if such Shares have been transferred by the Optionee, to remit to the Company the value of such transferred Shares. (c) Termination of Option. This Option may terminate before its Expiration Date and before the dates specified under Section 5(a) and (b) above under certain circumstances as set forth in Section 12.2 of the Plan. -3- 6. Non-Transferability of Option. Except as otherwise set forth in the Notice, this Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution or pursuant to qualified domestic relations orders under Applicable Laws and may be exercised during the lifetime of Optionee only by him or her. The terms of this Option shall be binding upon the executors, administrators, heirs, successors and assigns of Optionee. View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash or check; (b) cancellation of indebtedness; (c) at the discretion of the Plan Administrator on a case by case basis, by surrender of other shares of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on the date of surrender equal to the aggregate Exercise Price of... the Shares as to which this Option is being exercised; or (d) (c) at the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. 2 3 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Date") other than a termination for Cause, Optionee may continue to hold, and potentially exercise this Option to the extent a Triggering Event or an Initial Public Offering occurs, only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this Option shall terminate in its entirety. In no event, event may any this Option be exercised after the Expiration Date of this Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status for any reason including the optionees death or Disability, other than as a result of Optionee's Disability or death or a for Cause, Cause termination, Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, Optionee may, but only within 12 months following the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's death, or in the event of Optionee's death within 3 months following Optionee's Termination Date, this Option may be exercised at any time within 12 months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by (or Optionee's estate or by a person who acquired the right to exercise this Option by bequest or inheritance, but only as applicable) may, to the extent Optionee was is vested in this Option as the Optioned Stock at the date of such termination (the "Termination Date"), continue to hold the vested portion of the Option. The unvested portion of the Option on the Termination Date. (iii) Date shall expire on such date. (b) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall terminate immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period. View More
Method of Payment. Payment Unless otherwise specified by the Company in its sole discretion to comply with Applicable Laws or facilitate the administration of the Plan, payment of the Exercise Price shall be by any cash or check or, following the initial public offering of the following, Company's Common Stock, by Cashless Exercise pursuant to which the Optionee delivers an irrevocable direction to a securities broker (on a form prescribed by the Company and according to a procedure established by the Company). Op...tionee understands and agrees that, if required by the Company or Applicable Laws, any cross-border cash remittance made to exercise this Option or transfer proceeds received upon the sale of Shares must be made through a combination locally authorized financial institution or registered foreign exchange agency and may require Optionee to provide to such entity certain information regarding the transaction. Moreover, Optionee understands and agrees that the future value of the following, at underlying Shares is unknown and cannot be predicted with certainty and may decrease in value, even below the election of Optionee: (a) cash Exercise Price. Optionee understands that neither the Company nor any Subsidiary or check; (b) cancellation of indebtedness; (c) at Affiliate is responsible for any foreign exchange fluctuation between local currency and the United States Dollar or the selection by the Company or any Subsidiary or Affiliate in its sole discretion of an applicable foreign currency exchange rate that may affect the Plan Administrator on a case by case basis, by surrender of other shares of Common Stock value of the Company (either directly Option (or the calculation of income or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Shares as to which this Option is being exercised; or (d) at the discretion of the Plan Administrator on a case by case basis, by Cashless Exercise. 2 Tax-Related Items thereunder). -3- 5. Termination of Relationship. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if If Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this Option as set forth in the Notice. For the avoidance of doubt and for purposes of this Option only, termination of Continuous Service Status and the Termination Date will be deemed to occur as of the date Optionee is no longer actively providing services as an Employee or Consultant (except, in certain circumstances, to the extent Optionee is on a Company-approved leave of absence and subject to any Company policy or Applicable Laws regarding such leaves) and will not be extended by any notice period or "garden leave" that may be required contractually or under Applicable Laws, unless otherwise determined by the Company in its sole discretion. (a) General Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability or death or Optionee's termination for Cause, Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), Optioned Stock, exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, Optionee may, but only within 12 months following the Termination Date, exercise this Option to the extent Optionee was is vested in the Option Shares as of such Termination Date. (ii) Optioned Stock. (c) Death of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's death, or in the event of Optionee's death within 3 months following Optionee's Termination Date, this Option may be exercised at any time within 12 months following the Termination Date, or if later, 12 months following the date of death (or, by any beneficiaries designated in accordance with Section 16 of the Plan or, if earlier, there are no such beneficiaries, by the date Optionee's Continuous Service Status terminated) by Optionee's estate estate, or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was is vested in this Option as of the Termination Date. (iii) Optioned Stock. -4- (d) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is suspended pending an investigation of whether Optionee's Continuous Service Status will be terminated for Cause, all Optionee's rights under this Option, including the right to exercise this Option, shall be suspended during the investigation period. View More
Method of Payment. Payment of the Exercise Price shall be by any of the following, or a combination of the following, at the election of Optionee: (a) cash cash, check or check; subject to any requirements of Applicable Laws, delivery of Optionee's promissory note having such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate; (b) cancellation of indebtedness; (c) at the discretion of the Plan Administrator on a case by case basis, by surrender of other shares ...of Common Stock of the Company (either directly or by stock attestation) that Optionee previously acquired and that have an aggregate Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Shares as to which this the Option is being exercised; exercised. In the case of shares acquired directly or indirectly from the Company, such shares must have been owned by Optionee for more than six (6) months on the date of surrender (or such other period of time as is necessary to avoid the Company's incurring adverse accounting charges); or (d) following the date, if any, upon which the Common Stock is a Listed Security, and if the Company is at such time permitting "same day sale" cashless brokered exercises, delivery of a properly executed exercise notice together with irrevocable instructions to a broker participating in such cashless brokered exercise program to deliver promptly to the discretion of Company the Plan Administrator on a case by case basis, by Cashless Exercise. 2 amount required to pay the exercise price (and applicable withholding taxes). -2- 5. Termination of Relationship. Relationship; Early Termination of Option. Following the date of termination of Optionee's Continuous Service Status for any reason (the "Termination Date"), Optionee may exercise this the Option only as set forth in the Notice and this Section 5. To the extent that Optionee is not entitled to exercise this Option as of the Termination Date, or if Optionee does not exercise this Option within the Termination Period set forth in the Notice or the termination periods set forth below, this the Option shall terminate in its entirety. In no event, may any Option be exercised after the Expiration Date of this the Option as set forth in the Notice. (a) Termination. In the event of termination of Optionee's Continuous Service Status other than as a result of Optionee's Disability disability or death or for Cause, Cause (as defined in the Plan), Optionee may, to the extent Optionee is vested in the Option Shares at the date of such termination (the "Termination Date"), Termination Date, exercise this Option during the Termination Period set forth in the Notice. (b) Other Terminations. Terminations of Relationship. In connection with any termination other than a termination covered by Section 5(a), Optionee may exercise this the Option only as described below: (i) Termination upon Disability of Optionee. In the event of termination of Optionee's Continuous Service Status as a result of Optionee's Disability, disability, Optionee may, but only within 12 six months following from the Termination Date, exercise this Option to the extent Optionee was vested in the Option Shares as of such Termination Date. (ii) Death of Optionee. In the event of termination the death of Optionee's Optionee (a) during the term of this Option and while an Employee or Consultant of the Company and having been in Continuous Service Status as a result since the date of Optionee's death, grant of the Option, or in the event of Optionee's death (b) within 3 months following thirty (30) days after Optionee's Termination Date, this the Option may be exercised at any time within 12 six months following the date of death (or, if earlier, the date Optionee's Continuous Service Status terminated) by Optionee's estate or by a person who acquired the right to exercise this the Option by bequest or inheritance, but only to the extent Optionee was vested in this the Option as of the Termination Date. (iii) Termination for Cause. In the event of termination of Optionee's Continuous Service Status for Cause, this Option (including any vested portion thereof) shall immediately terminate in its entirety upon first notification to Optionee of such termination for Cause. If Optionee's Continuous Service Status is terminated for Cause, the Option shall terminate immediately upon such termination for Cause as set forth in Section 9(b)(iv) of the Plan. In the event Optionee's employment or consulting relationship with the Company is suspended pending an investigation of whether Optionee's Continuous Service Status will such relationship shall be terminated for Cause, all Optionee's rights under this the Option, including the right to exercise this the Option, shall be suspended during the investigation period. period, also as set forth in Section 9(b)(iv) of the Plan. (c) Termination of Option. This Option may terminate prior to its Expiration Date and prior to the dates specified under Section 5(a) and (b) above under certain circumstances as set forth in Section 13 of the Plan. -3- 6. Non-Transferability of Option. This Option may not be transferred in any manner otherwise than by will or by the laws of descent or distribution and may be exercised during the lifetime of Optionee only by him or her. The terms of this Option shall be binding upon the executors, administrators, heirs, successors and assigns of Optionee. View More
