Option Exercise Price and Consideration Clause Example with 57 Variations from Business Contracts
This page contains Option Exercise Price and Consideration 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.
Option Exercise Price and Consideration. (a) Exercise Price. The per share exercise price for the Shares to be issued upon exercise of an Option shall be such price as is determined by the Administrator, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, at the time of grant of such Option, owns stock representing more than ten percent (10%) of the voting power of all classes of stock of the Company or any Parent or Subsidiary, the exercise price shall be no less than 110...% of the Fair Market Value per Share on the date of grant. (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. (ii) In the case of a Nonstatutory Stock Option (A) granted to any other Service Provider, the per Share exercise price shall be determined by the Administrator. (iii) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, shall be determined at the time of grant). Such consideration may consist of, without limitation, (1) cash, (2) check, (3) promissory note, (4) other Shares, provided Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such Option shall be exercised, (5) consideration received by the Company under a cashless exercise program implemented by the Company in connection with the Plan, or (6) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company.View More
Variations of a "Option Exercise Price and Consideration" Clause from Business Contracts
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; 8 (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such the Option shall is exercised, provided that in the case of Shares acquired directly or indirectly from the Company, the Administrator may, in its sole discretion, require that Shares tendered for payment be exercised, (5) consideration received previously held by the Company Participant for a minimum duration (e.g., to avoid financial accounting charges to the Company's earnings); (6) a Cashless Exercise; (7) such other consideration and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share exercise price for the Shares to be issued upon pursuant to exercise of an Option shall be such price as is determined by the Administrator, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, at the time of grant of such Option, the Incentive Stock Option is granted, owns stock representing more than ten percent (10%) of the voting power of all classes of stock of the Company or any Parent or Subsi...diary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. (B) granted to any Employee other Employee, than an Employee described in paragraph (A) immediately above, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. (ii) In the case of a Nonstatutory Stock Option (A) granted to any other Service Provider, Option, the per Share exercise price shall be determined by no less than 100% of the Administrator. Fair Market Value per Share on the date of grant. (iii) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other of less than as required above 100% of the Fair Market Value per Share on the date of grant pursuant to a merger or other corporate transaction. transaction described in, and in a manner consistent with, Section 424(a) of the Code. (b) Forms Waiting Period and Exercise Dates. At the time an Option is granted, the Administrator shall fix the period within which the Option may be exercised and shall determine any conditions which must be satisfied before the Option may be exercised. (c) Form of Consideration. The Administrator shall determine the acceptable form of consideration to be paid for the Shares to be issued upon exercise of exercising an Option, including the method of payment, shall be determined by the Administrator (and, in payment. In the case of an Incentive Stock Option, the Administrator shall be determined determine the acceptable form of consideration at the time of grant). grant. Such consideration consideration, to the extent permitted by Applicable Laws, may consist of, without limitation, (1) cash, (2) check, (3) promissory note, (4) entirely of: (i) cash; (ii) check; (iii) other Shares, provided Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) which have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such said Option shall be exercised, (5) exercised; (iv) consideration received by the Company under a cashless exercise program implemented by the Company in connection with the Plan, or (6) Plan; (v) any combination of the foregoing methods of payment. In making its determination as payment; or (vi) such other consideration and method of payment for the issuance of Shares to the type extent permitted by Applicable Laws. (4) No Dividend Equivalents. No Option shall provide for the payment or accrual of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. dividend equivalents. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) (1) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of a...ll classes of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. (B) grant; (2) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including any provision required to avoid the imposition of additional tax under Section 409A(1)(B) of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; (6) a Cashless Exercise; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all class...es of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; or (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. (ii) In the case of a Nonstatutory Stock Option (A) granted to any other Service Provider, Option, the per Share exercise price share Exercise Price shall be such price as determined by the Administrator. Administrator provided that if such eligible person is, at the time of the grant of such Option, a Named Executive of the Company, the per share Exercise Price shall be no less than 100% of the Fair Market Value on the date of grant if such Option is intended to qualify as performance-based compensation under Section 162(m) of the Code. (iii) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, shall be determined at the time of grant). Such consideration grant) and may consist of, entirely of (1) cash; (2) check; (3) subject to any requirements of the Applicable Laws (including without limitation, (1) cash, (2) check, (3) limitation Section 153 of the Delaware General Corporation Law), delivery of Optionee's promissory note, note having such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate after taking into account the potential accounting consequences of permitting an Optionee to deliver a promissory note; (4) cancellation of indebtedness; (5) other Shares, provided Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised, provided that in the case of Shares acquired, directly or indirectly, from the Company, such Option shall be exercised, (5) consideration received Shares must have been owned by the Optionee for more than six months on the date of surrender (or such other period as may be required to avoid the Company's incurring an adverse accounting charge); (6) if, as of the date of exercise of an Option the Company under then is permitting employees to engage in a "same-day sale" cashless brokered exercise program implemented involving one or more brokers, through such a program that complies with the Applicable Laws (including without limitation the requirements of Regulation T and other applicable regulations promulgated by the Company in connection with Federal Reserve Board) and that ensures prompt delivery to the Plan, company of the amount required to pay the exercise price and any applicable withholding taxes; or (6) (7) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The Except as provided in Section 13, the per share exercise price for the Shares to be issued upon exercise of an Option shall be such price as is determined by the Administrator, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, at the time of grant of such Option, owns (or is treated as owning under Code Section 424) stock representing more than ten percent (10%) of the voting power of all classes of stock o...f the Company Corporation or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% one hundred ten percent (110%) of the Fair Market Value per Share on the date of grant. (B) granted to any other Employee, the per Share exercise price shall be no less than 100% one hundred percent (100%) of the Fair Market Value per Share on the date of grant. (ii) In the case of a Nonstatutory Non-Qualified Stock Option (A) granted to a Service Provider who, at the time of grant of such Option, owns stock representing more than ten percent (10%) of the voting power of all classes of stock of the Corporation or any Parent or Subsidiary, the exercise price shall be no less than one hundred ten percent (110%) of the Fair Market Value per Share on the date of the grant. (B) granted to any other Service Provider, the per Share exercise price shall be determined by no less than eighty-five percent (85%) of the Administrator. Fair Market Value per Share on the date of grant. 8 (iii) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, shall be determined at the time of grant). Such consideration may consist of, without limitation, of (1) cash, (2) check, (3) with the consent of the Administrator, a full recourse promissory note, note bearing interest (at no less than such rate as shall then preclude the imputation of interest under the Code) and payable upon such terms as may be prescribed by the Administrator, (4) with the consent of the Administrator, other Shares, provided Shares which (x) in the case of Shares acquired directly from the Company (x) Corporation, have been owned by the Optionee Holder for more than six (6) months on the date of surrender, and (y) have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which such Option shall be exercised, (5) consideration received by the Company under a cashless exercise program implemented by the Company in connection with the Plan, consent of the Administrator, surrendered Shares then issuable upon exercise of the Option having a Fair Market Value on the date of exercise equal to the aggregate exercise price of the Option or exercised portion thereof, (6) property of any kind which constitutes good and valuable consideration, (7) with the consent of the Administrator, delivery of a notice that the Holder has placed a market sell order with a broker with respect to Shares then issuable upon exercise of the Options and that the broker has been directed to pay a sufficient portion of the net proceeds of the sale to the Corporation in satisfaction of the Option exercise price, provided, that payment of such proceeds is then made to the Corporation upon settlement of such sale, or (8) with the consent of the Administrator, any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company.View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; -8- (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 152 of the General Corporation Law of the State of Delaware); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; (6) a Cashless Exercise; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; 8 (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; a Cashless Exercise; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; 9 (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; (6) a Cashless Transaction; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; (6) a Cashless Exercise; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. 9 Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
Option Exercise Price and Consideration. (a) Exercise Price. The per share Share exercise price for the Shares to be issued upon pursuant to the exercise of an Option shall be such price as is determined by the Administrator, Administrator and set forth in the Option Agreement, but shall be subject to the following: (i) In the case of an Incentive Stock Option (A) granted to an Employee who, who at the time of grant of such Option, owns stock representing more than ten percent (10%) of is a Ten Percent Holder, the voting power of all c...lasses of stock of the Company or any Parent or Subsidiary, the per Share exercise price shall be no less than 110% of the Fair Market Value per Share on the date of grant. grant; (B) granted to any other Employee, the per Share exercise price shall be no less than 100% of the Fair Market Value per Share on the date of grant. grant; (ii) Except as provided in subsection (iii) below, in the case of a Nonstatutory Stock Option the per Share exercise price shall be such price as is determined by the Administrator, provided that, if the per Share exercise price is less than 100% of the Fair Market Value on the date of grant, it shall otherwise comply with all Applicable Laws, including Section 409A of the Code; (iii) In the case of a Nonstatutory Stock Option (A) that is intended to qualify as performance-based compensation under Section 162(m) of the Code and is granted to any other Service Provider, on or after the date, if ever, on which the Common Stock becomes a Listed Security, the per Share exercise price shall be determined by no less than 100% of the Administrator. (iii) Fair Market Value on the date of grant; and (iv) Notwithstanding the foregoing, Options may be granted with a per Share exercise price other than as required above pursuant to a merger or other corporate transaction. 9 (b) Forms of Permissible Consideration. The consideration to be paid for the Shares to be issued upon exercise of an Option, including the method of payment, shall be determined by the Administrator (and, in the case of an Incentive Stock Option, Option and to the extent required by Applicable Laws, shall be determined at the time of grant). Such consideration grant) and may consist of, without limitation, entirely of (1) cash, cash; (2) check, check; (3) to the extent permitted under Applicable Laws, delivery of a promissory note, note with such recourse, interest, security and redemption provisions as the Administrator determines to be appropriate (subject to the provisions of Section 153 of the Delaware General Corporation Law); (4) cancellation of indebtedness; (5) other Shares, provided previously owned Shares acquired directly from the Company (x) have been owned by the Optionee for more than six (6) months on the date of surrender, and (y) that have a Fair Market Value on the date of surrender equal to the aggregate exercise price of the Shares as to which the Option is exercised; (6) a Cashless Exercise; (7) such Option shall be exercised, (5) other consideration received by the Company and method of payment permitted under a cashless exercise program implemented by the Company in connection with the Plan, Applicable Laws; or (6) (8) any combination of the foregoing methods of payment. In making its determination as to the type of consideration to accept, the Administrator shall consider if acceptance of such consideration may be reasonably expected to benefit the Company. Company and the Administrator may, in its sole discretion, refuse to accept a particular form of consideration at the time of any Option exercise. View More
