Purchase of Shares Clause Example with 8 Variations from Business Contracts
This page contains Purchase of Shares 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.
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole number of shares of Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period and dividing the result by the closin...g price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% of the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock were made on such a day, the price of the Common Stock shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded.View More
Variations of a "Purchase of Shares" Clause from Business Contracts
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable of each Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan Incentive ESPP an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that a whole number of shares of Non-Voting Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period a...nd dividing the result Elected Amount by the closing price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). Price. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% ninety percent (90%) of the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Non-Voting Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. listed. If no sales of Non-Voting Common Stock were made on such a day, the price of the Non-Voting Common Stock shall be the reported price for the next preceding most recent previous day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan Incentive ESPP on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Non-Voting Common Stock reserved for the purpose of the Plan Incentive ESPP that his or her accumulated payroll deductions on such date Elected Amount will pay for, but not in excess of the maximum numbers determined in the manner set forth above. for. (d) Return of Unused Payroll Deductions. Elected Amount. Any balance remaining in an employee's payroll deduction account at of the end of Elected Amount representing a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one fractional share of Common Stock interest will be carried forward into the employee's payroll deduction account for the following Offering, Offering unless the participating employee elects not to participate in the following Offering under the Plan, Offering, in which case the balance in will be returned to the employee's account shall be refunded. participating employee without interest following the Exercise Date. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable of each Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan Incentive ESPP an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that a whole number of shares of Non-Voting Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period a...nd dividing the result Elected Amount by the closing price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). Price. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% 90% of the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Non-Voting Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. listed. If no sales of Non-Voting Common Stock were made on such a day, the price of the Non-Voting Common Stock shall be the reported price for the next preceding most recent previous day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan Incentive ESPP on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Non-Voting Common Stock reserved for the purpose of the Plan Incentive ESPP that his or her accumulated payroll deductions on such date Elected Amount will pay for, but not in excess of the maximum numbers determined in the manner set forth above. for. (d) Return of Unused Payroll Deductions. Elected Amount. Any balance remaining in an employee's payroll deduction account at of the end of Elected Amount representing a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one fractional share of Common Stock interest will be carried forward into the employee's payroll deduction account for the following Offering, Offering unless the participating employee elects not to participate in the following Offering under the Plan, Offering, in which case the balance in will be returned to the employee's account shall be refunded. participating employee without interest following the Exercise Date. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable of each Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan Nonqualified ESPP an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that a whole number of shares of Non-Voting Common Stock determined by multiplying $2,083 by the number of full months in the Plan Perio...d (for the avoidance of doubt, such product not to exceed $12,500 per Plan Period if the period is six months in duration) and dividing the result by the closing price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Non-Voting Common Stock under this Plan Nonqualified ESPP and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Non-Voting Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). time. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date, or shall be based solely on the closing price of the Non-Voting Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% 90% of the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Non-Voting Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. listed. If no sales of Non-Voting Common Stock were made on such a day, the price of the Non-Voting Common Stock shall be the reported price for the next preceding most recent previous day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan Nonqualified ESPP on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Non-Voting Common Stock reserved for the purpose of the Plan Nonqualified ESPP that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Non-Voting Common Stock will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, Nonqualified ESPP, in which case the balance in the employee's account shall be refunded. 10. Issuance of Certificates. Shares of Non-Voting Common Stock purchased under the Nonqualified ESPP will held in book entry in an account at the brokerage firm designated by the Company, which account may be in the name of the employee or in the name of the employee and another person of legal age as joint tenants with rights of survivorship. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable of each Plan Period, the Company will grant to each eligible employee who is then a participant in the Plan Qualified ESPP an option (an "Option") to purchase on the last business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that a whole number of shares of Non-Voting Common Stock determined by multiplying $2,083 by the number of full months in the Plan Period (...for the avoidance of doubt, such product not to exceed $12,500 per Plan Period if the period is six months in duration) and dividing the result by the closing price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Non-Voting Common Stock under this Plan Qualified ESPP and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Non-Voting Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). time. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date, or shall be based solely on the closing price of the Non-Voting Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% 90% of the lesser of the closing price of the Non-Voting Common Stock on (i) the first business day of the Plan Period Offering Commencement Date or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Non-Voting Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. listed. If no sales of Non-Voting Common Stock were made on such a day, the price of the Non-Voting Common Stock shall be the reported price for the next preceding most recent previous day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan Qualified ESPP on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Non-Voting Common Stock reserved for the purpose of the Plan Qualified ESPP that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Non-Voting Common Stock will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, Qualified ESPP, in which case the balance in the employee's account shall be refunded. View More
Purchase of Shares. (a) Number (a)Number of Shares. On the Offering Commencement Date for the applicable Plan of each Offering Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Offering Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole a maximum number of shares of Common Stock Shares to be determined by multiplying $2,083 the Committee. 3 (b)Option... Price. Unless otherwise determined by the number of full months in Committee, the Plan Period and dividing Option Price will be the result by the closing average price (as determined below) on the Offering Commencement Date; provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of Shares actually purchased in connection with the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the applicable Offering Period. The Committee may, in its sole discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). (b) Option Price. The Board or the Committee shall otherwise determine the Option Price for each Plan an Offering Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock Shares on the Exercise Date; provided, however, that such Option Price shall be at least 85% of Date. If the applicable closing price. In the absence of a determination by the Board or the Committee, Committee bases the Option Price will be 85% of the lesser of on the closing price of the Common Stock Shares on (i) the first business day of the Plan Period or (ii) the Exercise Date. The Date, the closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is Shares are listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, over-the-counter market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock Shares were made on such a day, the price of the Common Stock Shares shall be the reported price for the next preceding day on which sales were made. (c) Exercise (c)Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock reserved for the purpose of the Plan Shares that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return (d)Purchased Shares; Reinvestment. As soon as practicable following the Exercise Date, the number of Shares purchased by each participating employee shall be deposited into such employee's account. Unless otherwise permitted by the Committee in its sole discretion, dividends that are declared on the Shares held in such account shall be reinvested in whole or fractional Shares. (e)Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan an Offering Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock Share will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan of each Offering Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Offering Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole a maximum number of shares of Common Stock Shares to be determined by multiplying $2,083 by the number of full months in the ...Plan Period and dividing the result by the closing price (as determined below) on the Offering Commencement Date; Committee; provided, however, that no employee may be granted an 3 Option which permits his or her the employee's rights to purchase Common Stock Shares under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock Shares (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). time. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Offering Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock Shares on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% of the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is Shares are listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, over-the-counter market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock Shares were made on such a day, the price of the Common Stock Shares shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock Shares reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan an Offering Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock Share will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan Period, Date, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last U.S. business day of such Plan Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole number of whole shares of Common Stock determined by multiplying $2,083 not to exceed 1,000 shares (or such other fixed maximum number of wh...ole shares of Common Stock as may be established by the number of full months Board or the 2 Committee in its discretion and provided in the Plan Period and dividing the result by the closing price (as determined below) on the Offering Commencement Date; Guidelines) (the "Share Limit"); provided, however, that no employee may be granted an Option which permits his or her rights to purchase Common Stock under this Plan and any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and which number shall be subject to the second clause of this Section 9(a). time. (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock on (i) the first U.S. business day of the Plan Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by anything to the Board or contrary set forth in the Committee, Plan Guidelines, the Option Price will be 85% of the lesser of the closing price of the Common Stock on (i) the first U.S. business day of the Plan Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any the primary national securities exchange on which the Common Stock is listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. Committee or as provided in the Plan Guidelines. If no sales of Common Stock were made on such a day, the price of the Common Stock shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's accumulated payroll deduction account deductions of a participating employee that are not used to purchase whole shares of Common Stock at the end of a Plan Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. employee. View More
Purchase of Shares. (a) Number of Shares. On the Offering Commencement Date for the applicable Plan of each Offering Period, the Company will grant to each eligible employee who is then a participant in the Plan an option (an "Option") to purchase on the last business day of such Plan Offering Period (the "Exercise Date") at the applicable purchase price (the "Option Price") up to that whole a maximum number of shares of Common Stock Shares to the extent determined by multiplying $2,083 by the number of full months... in the Plan Period and dividing the result by the closing price (as determined below) on the Offering Commencement Date; Committee; provided, however, that no employee may be granted an Option which permits his or her such employee's rights to purchase Common Stock under this Plan and Plan, or any other employee stock purchase plan (as defined in Section 423(b) of the Code) of the Company and its subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value 3 of such Common Stock (determined at the date such Option is granted) for each calendar year in which the Option is outstanding at any time; and, provided, further, however, that the Committee may, in its discretion, set a fixed maximum number of shares of Common Stock that each eligible employee may purchase per Plan Period which number may not be greater than the number of shares of Common Stock determined by using the formula in the first clause of this Section 9(a) and Offering Period, which number shall be subject to the second first proviso clause of this Section 9(a). 11(a). (b) Option Price. The Board or the Committee shall determine the Option Price for each Plan Offering Period, including whether such Option Price shall be determined based on the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date, or shall be based solely on the closing price of the Common Stock Shares on the Exercise Date; provided, however, that such Option Price shall be at least 85% of the applicable closing price. In the absence of a determination by the Board or the Committee, the Option Price will be 85% of the lesser of the closing price of the Common Stock Shares on (i) the first business day of the Plan Offering Period or (ii) the Exercise Date. The closing price shall be (a) the closing price (for the primary trading session) on any national securities exchange on which the Common Stock is Shares are listed or (b) the average of the closing bid and asked prices in the over-the-counter-market, over-the-counter market, whichever is applicable, as published in The Wall Street Journal or another source selected by the Board or the Committee. If no sales of Common Stock Shares were made on such a day, the price of the Common Stock Shares shall be the reported price for the next preceding day on which sales were made. (c) Exercise of Option. Each employee who continues to be a participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option at the Option Price on such date and shall be deemed to have purchased from the Company the number of whole shares of Common Stock Shares reserved for the purpose of the Plan that his or her accumulated payroll deductions on such date will pay for, but not in excess of the maximum numbers determined in the manner set forth above. (d) Return of Unused Payroll Deductions. Any balance remaining in an employee's payroll deduction account at the end of a Plan an Offering Period will be automatically refunded to the employee, except that any balance that is less than the purchase price of one share of Common Stock Share will be carried forward into the employee's payroll deduction account for the following Offering, unless the employee elects not to participate in the following Offering under the Plan, in which case the balance in the employee's account shall be refunded. View More
