Stock Appreciation Rights Clause Example with 504 Variations from Business Contracts

This page contains Stock Appreciation Rights 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.
Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. Subject to the terms and conditions of the Plan, a Stock Appreciation Right may be granted to a Service Provider at any time and from time to time as will be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will ...determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right is exercised. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise may be in cash, in Shares of equivalent value, or in some combination thereof. View More Arrow

Variations of a "Stock Appreciation Rights" Clause from Business Contracts

Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. Subject to the terms and conditions of the Plan, a Stock Appreciation Right General. The Board may be granted to a Service Provider at any time and from time to time as will be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for th...e Shares that will determine the amount of the payment to be received upon exercise grant Awards consisting of a Stock Appreciation Right as set forth ("SAR") entitling the holder, upon exercise, to receive an amount in Section 7(f) will Common Stock or cash or a combination thereof (such form to be determined by the Administrator Board) determined by reference to appreciation, from and after the date of grant, in the fair market value of a share of Common Stock. The date as of which such appreciation or other measure is determined shall be the exercise date. (b) Grants. Stock Appreciation Rights may be granted in tandem with, or independently of, Options granted under the Plan. (1) Tandem Awards. When Stock Appreciation Rights are expressly granted in tandem with Options, (i) the Stock Appreciation Right will be exercisable only at such time or times, and to the extent, that the related Option is exercisable (except to the extent designated by the Board in connection with a Reorganization Event) and will be exercisable in accordance with the procedure required for exercise of the related Option; (ii) the Stock Appreciation Right will terminate and no longer be exercisable upon the termination or exercise of the related Option, except to the extent designated by the Board in connection with a Reorganization Event and except that a Stock Appreciation Right granted with respect to less than one hundred percent (100%) the full number of shares covered by an Option will not be reduced until the number of shares as to which the related Option has been exercised or has terminated exceeds the number of shares not covered by the Stock Appreciation Right; (iii) the Option will terminate and no longer be exercisable upon the exercise of the related Stock Appreciation Right; and (iv) the Stock Appreciation Right will be transferable only with the related Option. (2) Independent SARs. A Stock Appreciation Right not expressly granted in tandem with an Option will become exercisable at such time or times, and on such conditions, as the Board may specify in the SAR Award. (c) Grant Price. The grant price or exercise price of an SAR shall not be less than 100% of the Fair Market Value per Share share of Common Stock on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise grant of the Stock Appreciation Right SAR. (d) Term. The term of an SAR shall automatically result in not be more than 10 years from the cancellation date of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of grant. (e) Exercise. Stock Appreciation Rights granted under may be exercised by delivery to the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the Company of a written notice of exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined signed by the Administrator, in its sole discretion, and set forth in proper person or by any other form of notice (including electronic notice) approved by the Award Agreement. Notwithstanding Board, together with any other documents required by the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Stock Appreciation Right is exercised. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise may be in cash, in Shares of equivalent value, or in some combination thereof. Board. View More Arrow
Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. Subject The Committee may also authorize grants to the terms and conditions of the Plan, a Stock Appreciation Right may be granted to a Service Provider at any time and from time to time as will be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will have complete discretion to determine the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share ...exercise price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration Participants of Stock Appreciation Rights. A Stock Appreciation Right granted under is the Plan will expire upon right of the date Participant to receive from the Company an amount, which shall be determined by the Administrator, in its sole discretion, Committee and set forth in shall be expressed as a percentage (not exceeding 100 percent) of the Award Agreement. Notwithstanding Spread at the foregoing, time of the rules exercise of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment such right. Any grant of Stock Appreciation Right Amount. Upon Rights under this Plan shall be upon such terms and conditions as the Committee may determine in accordance with the following provisions: 6.1 Payment in Cash or Shares. Any grant may specify that the amount payable upon the exercise of a Stock Appreciation Right, a Participant Right will be entitled to receive a payment from paid by the Company in cash, Shares or any combination thereof or may grant to the Participant or reserve to the Committee the right to elect among those alternatives. 6.2 Maximum SAR Payment. Any grant may specify that the amount payable upon the exercise of a Stock Appreciation Right shall not exceed a maximum specified by the Committee on the Grant Date. 6.3 Exercise Period. Any grant may specify (i) a waiting period or periods before Stock Appreciation Rights shall become exercisable and (ii) permissible dates or periods on or during which Stock Appreciation Rights shall be exercisable. 6.4 Change in Control. Any grant may specify that a Stock Appreciation Right may be exercised only in the event of a change in control of the Company or other similar transaction or event. 6.5 Award Agreement. Each grant shall be evidenced by an amount determined Award Agreement which shall describe the subject Stock Appreciation Rights, identify any related Options, state that the Stock Appreciation Rights are subject to all of the terms and conditions of this Plan and contain such other terms and provisions as the Committee may determine consistent with this Plan. 6.6 Tandem Stock Appreciation Rights. Each grant of a Tandem Stock Appreciation Right shall provide that such Tandem Stock Appreciation Right may be exercised only (i) at a time when the related Option (or any similar right granted under any other plan of the Company) is also exercisable and the Spread is positive and (ii) by multiplying: (i) The difference between surrender of the related Option (or such other right) for cancellation. 6.7 Exercise Period. No Stock Appreciation Right granted under this Plan may be exercised more than ten years from the Grant Date. 6.8 Freestanding Stock Appreciation Rights. Regarding Freestanding Stock Appreciation Rights only: (a) Each grant shall specify in respect of each Freestanding Stock Appreciation Right a Base Price per Share, which shall be equal to or greater than the Fair Market Value on the Grant Date, except as provided in Section 11; (b) Successive grants may be made to the same Participant regardless of whether any Freestanding Stock Appreciation Rights previously granted to such Participant remain unexercised; and (c) Each grant shall specify the period or periods of continuous employment of the Participant by the Company or any Subsidiary (or, in the case of a Share Nonemployee Director, service on the date of exercise over Board) that are necessary before the exercise price; times (ii) The number of Shares with respect to which the Freestanding Stock Appreciation Right is exercised. At Rights or installments thereof shall become exercisable, and any grant may provide for the discretion earlier exercise of such rights in the event of a change in control of the Administrator, the payment upon Stock Appreciation Right exercise may be in cash, in Shares of equivalent value, Company or in some combination thereof. other similar transaction or event. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other 11 conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 16), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such 11 Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 16), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant of Stock Appreciation Rights. SARs. Subject to the terms and conditions of the Plan, a Stock Appreciation Right SARs may be granted to a Service Provider Providers at any time and from time to time as will shall be determined by the Administrator, in its sole discretion. (b) Number of Shares. The Administrator will shall have complete discretion to determine the number of Shares subject SARs granted to any Award of Stock Appreciation Rights. (c) Participant. (b) Exercise Price and Othe...r other Terms. The per Share exercise price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will shall have complete discretion to determine the terms and conditions of Stock Appreciation Rights SARs granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement Plan; provided, however, that will specify the exercise price, the no SAR may have a term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon more than ten (10) years from the date determined by of grant; provided, further that SARs may not have an exercise price below 100% of the Administrator, in its sole discretion, and set forth in Fair Market Value of the Award Agreement. Notwithstanding underlying shares on the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) grant date. (c) Payment of Stock Appreciation Right SAR Amount. Upon exercise of a Stock Appreciation Right, SAR, a Participant will shall be entitled to receive a payment from the Company in an amount determined by multiplying: multiplying. (i) The difference between the Fair Market Value of a Share on the date of exercise over the exercise price; times (ii) The the number of Shares with respect to which the Stock Appreciation Right SAR is exercised. (d) Payment upon Exercise of SAR. At the discretion of the Administrator, the payment upon Stock Appreciation Right exercise for a SAR may be in cash, in Shares of equivalent value, or in some a combination thereof. (e) SAR Agreement. Each SAR grant shall be evidenced by a Stock Appreciation Right Agreement that shall specify the exercise price, the term of the SAR, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, shall determine. (f) Expiration of SARs. A SAR granted under the Plan shall expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Stock Appreciation Right Agreement; provided, however, that the term will be no more than ten (10) years from the date of grant thereof. Notwithstanding the foregoing, the rules of Section 10 will also apply to SARs. (7) No Dividend Equivalents. No SAR shall provide for the payment or accrual of dividend equivalents. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions subject to continued employment, passage of time and/or performance conditions in accordance with Section 12 of the Plan, a Plan. Stock Appreciation Right Rights may be granted to a Service Provider at a...ny time and Participants from time to time either in tandem with or as will a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the grant, the related Option shall be canceled automatically to the extent of the number of shares covered by such exercise. Conversely, if the related Option is exercised as to some or all of the shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to the extent of the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 8 and all tandem SARs shall have the same exercise price as the Option to which they relate. Subject to the provisions of Section 8 and the immediately preceding sentence, the Committee may impose such other conditions or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights may be settled in Common Stock, cash, Stock Units, Restricted Stock or a combination thereof, as determined by the Administrator, Committee and set forth in its sole discretion. the applicable Award Agreement. (b) Number of Shares. The Administrator will have complete discretion to determine No Repricing without Shareholder Approval. Except as provided in Section 15, at any time when the number of Shares subject to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise purchase price for the Shares that will determine the amount of the payment to be received upon exercise of a Stock Appreciation Right as set forth in Section 7(f) will be determined by the Administrator and will be no less than one hundred percent (100%) of the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject to the provisions of the Plan, will have complete discretion to determine the terms and conditions of Stock Appreciation Rights granted under the Plan. 7- (d) Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, and set forth in the Award Agreement. Notwithstanding the foregoing, the rules of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between above the Fair Market Value of a Share on share of Common Stock, the date Company shall not, without stockholder approval, reduce the purchase price of exercise over the exercise price; times (ii) The number of Shares with respect to which the such Stock Appreciation Right is exercised. At the discretion of the Administrator, the payment upon and shall not exchange such Stock Appreciation Right exercise may be for a new Award with a lower (or no) purchase price or for cash. (c) No Shareholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in cash, in Shares respect of equivalent value, an Award of Stock Appreciation Rights or in some combination thereof. any shares of Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 13), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to Stock Appreciation Rights. (f) Payment of a previously awarded Stock Appreciation Right Amount. Upon and, at any time when the exercise price of a previously awarded Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between Right is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. 10 (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 9 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 15), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding 11 (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 16), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow
Stock Appreciation Rights. (a) Grant The grant, issuance, retention, vesting and/or settlement of any Stock Appreciation Rights. Subject Right shall occur at such time and be subject to the such terms and conditions as determined by the Committee or under criteria established by the Committee, which may include conditions based on continued employment or engagement, passage of the Plan, a time, attainment of age and/or service requirements, and/or satisfaction of performance conditions. Stock Appreciation Right Rights may... be granted to a Service Provider at any time and Participants from time to time either in tandem with or as will be determined a component of Options granted under the Plan ("tandem SARs") or not in conjunction with other Awards ("freestanding SARs"). Upon exercise of a tandem SAR as to some or all of the shares covered by the Administrator, in its sole discretion. (b) Number grant, the related Option shall be canceled automatically to the extent of Shares. The Administrator will have complete discretion to determine the number of Shares subject shares covered by such exercise. Conversely, if the related Option is exercised as to any Award of Stock Appreciation Rights. (c) Exercise Price and Other Terms. The per Share exercise price for the Shares that will determine the amount some or all of the payment shares covered by the grant, the related tandem SAR, if any, shall be canceled automatically to be received upon exercise the extent of a the number of shares covered by the Option exercise. Any Stock Appreciation Right granted in tandem with an Option may be granted at the same time such Option is granted or at any time thereafter before exercise or expiration of such Option, provided that the Fair Market Value of Common Stock on the date of the SAR's grant is not greater than the exercise price of the related Option. All freestanding SARs shall be granted subject to the same terms and conditions applicable to Options as set forth in Section 7(f) will be determined by 8 and all tandem SARs shall have the Administrator and will be no less than one hundred percent (100%) of same exercise price as the Fair Market Value per Share on the date of grant. In the event a Stock Appreciation Right is granted in tandem with an Option, the exercise of the Stock Appreciation Right shall automatically result in the cancellation of the Option. Otherwise, the Administrator, subject Option to which they relate. Subject to the provisions of Section 8 and the Plan, will have complete discretion to determine immediately preceding sentence, the terms and Committee may impose such other conditions of or restrictions on any Stock Appreciation Right as it shall deem appropriate. Stock Appreciation Rights granted under the Plan. 7- (d) may be settled in Common Stock, cash, Restricted Stock Appreciation Right Agreement. Each Stock Appreciation Right grant will be evidenced by an Award Agreement that will specify the exercise price, the term of the Stock Appreciation Right, the conditions of exercise, and such other terms and conditions or a combination thereof, as the Administrator, in its sole discretion, will determine. (e) Expiration of Stock Appreciation Rights. A Stock Appreciation Right granted under the Plan will expire upon the date determined by the Administrator, in its sole discretion, Committee and set forth in the applicable Award Agreement. Notwithstanding (b) No Repricing without Stockholder Approval. Other than in connection with a change in the foregoing, Company's capitalization (as described in Section 15), the rules Committee shall not, without stockholder approval, reduce the exercise price of Section 6(d) relating to the maximum term also will apply to a previously awarded Stock Appreciation Rights. (f) Payment Right, and at any time when the exercise price of a previously awarded Stock Appreciation Right Amount. Upon exercise of a Stock Appreciation Right, a Participant will be entitled to receive a payment from the Company in an amount determined by multiplying: (i) The difference between is above the Fair Market Value of a Share on share of Common Stock, the date of exercise over the exercise price; times (ii) The number of Shares with respect to which the Committee shall not, without stockholder approval, cancel and re-grant or exchange such Stock Appreciation Right is exercised. At the discretion for cash or a new Award with a lower (or no) exercise price. 11 (c) No Stockholder Rights. Participants shall have no voting rights and will have no rights to receive dividends or Dividend Equivalents in respect of the Administrator, the payment upon an Award of Stock Appreciation Right exercise may be in cash, in Shares Rights or any shares of equivalent value, or in some combination thereof. Common Stock subject to an Award of Stock Appreciation Rights until the Participant has become the holder of record of such shares. View More Arrow