Stock Options Contract Clauses (1,398)

Grouped Into 29 Collections of Similar Clauses From Business Contracts

This page contains Stock Options clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Stock Options. Subject to the terms and conditions set forth in this Instrument of Grant, the Company hereby grants to the Optionee a non-qualified stock option (the "Option") to purchase from the Company ____________ (_______) shares (the "Optioned Shares") of Common Stock at an exercise price (the "Exercise Price") of _______ ($_____) per share, being not less than the fair market value per share on the date of this Agreement.
Stock Options. The Company hereby grants to Employee the option to purchase up to ______________________ (_________) shares of Company common stock. Subject to the terms and conditions set forth in of this Instrument of Grant, Agreement (including, without limitation, Section 7), the Company hereby grants options shall be exercisable according to the Optionee a non-qualified stock option (the "Option") following vesting schedule: Number of Options Vesting Date The right to purchase from up to the maximum numbe...r of shares is conditioned upon Employee's employment with Company ____________ (_______) shares (the "Optioned Shares") or one of Common Stock its subsidiaries at an exercise price (the "Exercise Price") of _______ ($_____) per share, being not less than the fair market value per share on time the date of this Agreement. option is exercised. View More
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Stock Options. (a) Executive acknowledges that Executive holds 460 options (collectively, the "Rollover Options") with an exercise price per share of $250 to purchase shares of common stock of Beagle Parent Corp. ("Parent") that Executive received pursuant to the Option Rollover Agreement (the "Option Rollover Agreement") dated as of November 2, 2011 between Parent and Executive. The Rollover Options shall remain outstanding and exercisable in accordance with their terms. 1 (b) Executive acknowledges that Exec...utive holds the following outstanding options (collectively, the "Options") to purchase shares of common stock of Parent that Executive received pursuant to the Nonqualified Stock Option Agreement (the "Option Agreement") under the Beagle Parent Corp. Amended and Restated 2009 Equity Incentive Plan (as amended from time to time, the "Plan"): (i) 2,367.5 time-vesting options with an exercise price of $1,000 per share (the "Tier I Options"); (ii) 1,500 time-vesting options with an exercise price of $2,500 per share (the "Tier II Options"); (iii) 1,183.75 options with exercise price of $1,000 per share, which vest upon the satisfaction of the 2x MOIC Hurdle or 20% IRR Hurdle (each as defined in the Option Agreement) (the "2.0 MOIC Options"), of which none are currently vested; (iv) 1,183.75 options with exercise price of $1,000 per share, which vest upon the satisfaction of the 2.5x MOIC Hurdle or 25% IRR Hurdle (the "2.5 MOIC Options", and together with the 2.0 MOIC Options, the "MOIC Options"), of which none are currently vested. (c) Executive and Emdeon (on behalf of Parent) acknowledge and agree that (i) 1,140 Tier I Options are vested (the "Vested Tier I Options") and 723 Tier II Options are vested (the "Vested Tier II Options") as of the Termination Date, (ii) Vested Tier I Options and Vested Tier II Options shall remain outstanding and exercisable in accordance with their terms, and subject to expiration without consideration as set forth in the Option Agreements; (iii) all other Tier I Options and Tier II Options were forfeited by Executive and cancelled without consideration as of the Termination Date; and (iv) the MOIC Options shall remain outstanding and eligible to vest in accordance with their terms, and subject to expiration without consideration as set forth in the Option Agreements. View More
Stock Options. (a) Executive acknowledges that Executive holds 460 240 options (collectively, the "Rollover Options") with an exercise price per share of $250 to purchase shares of common stock of Beagle Parent Corp. ("Parent") that Executive received pursuant to the Option Rollover Agreement (the "Option Rollover Agreement") dated as of November 2, 2011 between Parent and Executive. The Rollover Options shall remain outstanding and exercisable in accordance with their terms. 1 (b) Executive acknowledges that ...Executive holds the following outstanding options (collectively, the "Options") to purchase shares of common stock of Parent that Executive received pursuant to the Nonqualified Stock Option Agreement (the "Option Agreement") under the Beagle Parent Corp. Amended and Restated 2009 Equity Incentive Plan (as amended from time to time, the "Plan"): (i) 2,367.5 2,740 time-vesting options with an exercise price of $1,000 per share (the "Tier I Options"), of which 1,644 will be vested as of the Termination Date (the "Vested Tier I Options"); (ii) 1,500 1,700 time-vesting options with an exercise price of $2,500 per share (the "Tier II Options"), of which 1,020 will be vested as of the Termination Date (the "Vested Tier II Options"); (iii) 1,183.75 1,370 options with an exercise price of $1,000 per share, which vest upon the satisfaction of the 2x MOIC Hurdle or 20% IRR Hurdle (each as defined in the Option Agreement) (the "2.0 MOIC Options"), of which none are currently vested; (iv) 1,183.75 1,370 options with an exercise price of $1,000 per share, which vest upon the satisfaction of the 2.5x MOIC Hurdle or 25% IRR Hurdle (the "2.5 MOIC Options", and together with the 2.0 MOIC Options, the "MOIC Options"), of which none are currently vested. (c) Executive and Emdeon (on behalf of Parent) acknowledge and agree that (i) 1,140 Tier I Options are vested (the "Vested Tier I Options") and 723 Tier II Options are vested (the "Vested Tier II Options") as of the Termination Date, (ii) Vested Tier I Options and will remain outstanding until fourteen months after the Termination Date (rather than expiring pursuant to original terms in connection with Executive's termination of employment); (ii) Vested Tier II Options shall remain outstanding and exercisable in accordance with their terms, and subject to expiration without consideration as set forth in expire on the Option Agreements; Termination Date; (iii) all other Tier I Options and Tier II Options were shall be forfeited by Executive and cancelled without consideration as of the Termination Date; and (iv) the MOIC Options shall remain outstanding and eligible to vest until eight months after the Termination Date (rather than expiring pursuant to original terms in accordance connection with their terms, Executive's termination of employment), and subject to expiration without consideration as set forth in the Option Agreements. View More
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Stock Options. Pursuant to the Company's current 2011 Equity Incentive Plan (the "Plan"), the Company shall recommend that You receive options ("Options") to purchase 478,245 shares of the Company's common stock. The terms of any option grant shall be governed by the Plan and a Stock Option Agreement in substantially the form attached hereto as Exhibit B (the "Option Agreement"). You acknowledge that any stock options granted do not, and will not, constitute wages or compensation. Unless otherwise provided in ...the Plan or required by law, the Board of Directors of the Company shall have sole discretion regarding the grant of options, exercise price of options, the vesting schedule and all other terms and conditions of the option grant. However, your options will vest in accordance with the schedule set forth in the Option Agreement, and vesting will accelerate upon a Change in Control (as defined in the Plan). 3 6. Bonus. You may also be eligible for a yearly bonus of up to thirty-five percent (35%) of your Base Salary. Whether You receive a bonus shall depend on personal and/or Company performance criteria established by the Company's Board of Directors in its discretion. Decisions on the grant of bonuses, the criteria under which the bonus shall be awarded, the achievement of such criteria, the amount of any bonus earned, and the timing of the bonus payment are solely within the discretion of the Company's Board of Directors. Any bonus payment made to You will be subject to the normal and/or authorized deductions and withholdings. View More
Stock Options. Pursuant to the Company's current 2011 Equity Incentive Plan (the "Plan"), the Company shall recommend that You you receive options ("Options") to purchase 478,245 shares of the Company's common stock. The terms of any option grant shall be governed by the Plan and a Stock Option Agreement in substantially the form attached hereto as Exhibit B (the "Option Agreement"). You acknowledge that any stock options granted do not, and will not, constitute wages or compensation. Unless otherwise provided... in the Plan or required by law, the Board of Directors of the Company shall have sole discretion regarding the grant of options, exercise price of options, the vesting schedule and all other terms and conditions of the option grant. However, vesting of your options will vest in accordance with commence on the schedule set forth in the Option Agreement, first day of your employment, and vesting will accelerate upon a Change in Control change of control (as defined in the Plan). 3 Option Agreement). Employment Agreemnent Page 2 6. Bonus. You may also be eligible for a yearly bonus of up to thirty-five percent (35%) of your Base Salary. $50,000. Whether You you receive a bonus shall depend on personal and/or Company performance criteria established by the Company's Board of Directors in its discretion. Decisions on the grant of bonuses, the criteria under which the bonus shall be awarded, the achievement of such criteria, the amount of any bonus earned, and the timing of the bonus payment are solely within the discretion of the Company's Board of Directors. Any bonus payment made to You you will be subject to the normal and/or authorized deductions and withholdings. View More
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Stock Options. Subject to approval by the Board, you will receive an incentive stock option to purchase 4,320,331 shares of the common stock of Calithera Biosciences at a per-share price equal to the fair market value of such stock on the date of grant. The Option will be subject to a four-year vesting schedule and other terms and conditions set forth in the Calithera biosciences Equity Incentive Plan, and the applicable stock option agreement and grant notice to be approved by the Board and executed by you an...d Calithera Biosciences. View More
Stock Options. Subject to approval by the Board, you will receive an incentive stock option to purchase 4,320,331 2,376,182 shares of the common stock of Calithera Biosciences at a per-share price equal to the fair market value of such stock on the date of grant. The Option will be subject to a four-year vesting schedule and other terms and conditions set forth in the Calithera biosciences Equity Incentive Plan, and the applicable stock option agreement and grant notice to be approved by the Board and executed... by you and Calithera Biosciences. View More
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Stock Options. Notwithstanding the provisions of Section 4 of this Agreement, stock options that have been issued to the Executive prior to this Agreement will remain outstanding as set forth in each of the Executive's option agreements. Notwithstanding the foregoing, the Company shall have no further obligations to issue stock options to the Executive except at the discretion of the Company's board of directors.
Stock Options. Notwithstanding the provisions of Section 4 of this Agreement, stock options that have been issued to the Executive Consultant prior to this Agreement will remain outstanding as set forth in each of the Executive's Consultant's option agreements. Notwithstanding the foregoing, the Company shall have no further obligations to issue stock options to the Executive Consultant except at the discretion of the Company's board of directors.
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Stock Options. Subject to the approval of the Board (including a majority of the independent members of the Board) or Compensation Committee, the Company will grant to you a non-qualified stock option (the "Option") for the purchase of an aggregate of 224,000 shares of Common Stock of the Company (subject to appropriate adjustments for stock splits, stock dividends, combinations, recapitalizations and similar transactions affecting the Common Stock of the Company after the date hereof) at a price per share equ...al to the closing sale price of the Common Stock on the Nasdaq Global Market on the date of grant, as an inducement material to you joining the Company, pursuant to Rule 5635(c)(4) of the Nasdaq Listed Company Manual. The Option shall be subject to all terms, vesting schedules and other provisions set forth in a separate option agreement. The Option will have a term of ten (10) years except as set forth in the stock option agreement and be subject to a vesting schedule of four (4) years, with 25% of the shares vesting on the first anniversary of your employment start date and 6.25% of the shares vesting each quarter thereafter. Notwithstanding anything to the contrary in the stock option agreement, if a "Change in Control Event" (as defined on Exhibit A attached hereto) occurs and, within one (1) year of such Change in Control Event, your employment is terminated by the Company (or any successor) without "Cause" (as defined on Exhibit A) or by you for "Good Reason" (as defined on Exhibit A), the vesting schedule of the Option shall be accelerated in full. You may be eligible to receive future stock options grants as the Board shall deem appropriate and in its sole and absolute discretion. View More
Stock Options. Subject to the approval of the Board (including a majority of the independent members of the Board) or Compensation Committee, Board, the Company will may grant to you a non-qualified an incentive stock option (the "Option") under the Company's 2012 Stock Incentive Plan (the "Plan") for the purchase of an aggregate of 224,000 368,892 shares of Common Stock of the Company (subject to appropriate adjustments for stock splits, stock dividends, combinations, recapitalizations and similar transaction...s affecting the Common Stock of the Company after the date hereof) at a price per share equal to the closing sale price fair market value at the time of the Common Stock on the Nasdaq Global Market on the date of grant, as an inducement material to you joining the Company, pursuant to Rule 5635(c)(4) of the Nasdaq Listed Company Manual. Board approval. The Option shall be subject to all terms, vesting schedules and other provisions set forth in the Plan and in a separate option agreement. The Option will have a term of ten (10) years except as set forth in the stock option agreement and be subject to a vesting schedule of four (4) 4 years, with 25% of the shares vesting on the first anniversary of your employment start date and 6.25% of the shares vesting each quarter thereafter. Notwithstanding anything to the contrary in the plan or stock option agreement, agreement that says otherwise, if a "Change Change in Control Event" Event (as defined on Exhibit A attached hereto) occurs and, within one (1) year of such Change in Control Event, your employment is terminated by the Company (or any successor) without "Cause" Cause (as defined on Exhibit A) or by you for "Good Reason" Good Reason (as defined on Exhibit A), the vesting schedule of the Option shall be accelerated in full. You may be eligible to receive such future stock options grants as the Board shall deem appropriate and in its sole and absolute discretion. appropriate. View More
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Stock Options. (a) Number of Shares. On your first date of employment with the Company, you will be granted an Option to purchase 56,000 shares of the Company's common stock (the "Stock Option"). (b) Plan Terms Control. The Stock Option will be subject to the terms and conditions applicable to Options granted under the Plan, as described in the Plan and the applicable Award Agreement. (c) Scheduled Vesting. The Stock Option will vest as described in the applicable Award Agreement. (d) Accelerated Vesting. If y...our Separation from Service is the result of an involuntary discharge by the Company that is without Cause and is not the result of your death or Disability, then any shares subject to the Stock Option that are scheduled to vest within 12 months of such Separation from Service will vest immediately upon such Separation from Service, and any remaining unvested portion of the shares subject to the Stock Option will terminate immediately. (e) Accelerated Vesting upon Change in Control. If your Separation from Service is the result of an involuntary discharge by the Company that is without Cause, and is not the result of your death or Disability, and is within 12 months following a Change in Control, then the Stock Option will vest immediately upon such Separation from Service. (f) Forfeiture of Unvested Options. If your Separation from Service is for any reason other than an involuntary discharge by the Company that is without Cause, the unvested portion of the Stock Option will immediately terminate. (g) Separation from Service for Cause. If your Separation from Service is for Cause, the unvested and vested portion of the Stock Option will immediately terminate. (h) Exercise Period following Separation from Service. Following your Separation from Service for any reason other than Cause, the vested portion of the Stock Option will remain exercisable for one year (by you or your beneficiaries in the event of your death), subject to any outer limits contained in the Company's 2016 Omnibus Stock Incentive Plan, as amended (the "Plan") or the applicable Award Agreement. View More
Stock Options. (a) Number of Shares. On your first date of employment with the Company, you will be granted an Option to purchase 56,000 35,000 shares of the Company's common stock (the "Stock Option"). (b) Plan Terms Control. The Stock Option will be subject to the terms and conditions applicable to Options granted under the Plan, as described in the Plan and the applicable Award Agreement. (c) Scheduled Vesting. The Stock Option will vest as described in the applicable Award Agreement. (d) Accelerated Vestin...g. If your Separation from Service is the result of an involuntary discharge by the Company that is without Cause and is not the result of your death or Disability, then any unvested shares subject to the Stock Option that are scheduled to vest within 12 months of such Separation from Service will vest immediately upon such Separation from Service, and Service; provided you agree that you will not sell more than one-third of such shares in any remaining unvested portion of the shares subject to the Stock Option will terminate immediately. 90 day period. (e) Accelerated Vesting upon Change in Control. If your Separation from Service is the result of an involuntary discharge by the Company that is without Cause, and is not the result of your death or Disability, and is within 12 months following a Change in Control, then the Stock Option will vest immediately upon such Separation from Service. (f) Forfeiture of Unvested Options. If your Separation from Service is for any reason other than an involuntary discharge by the Company that is without Cause, the unvested portion of the Stock Option will immediately terminate. (g) Separation from Service for Cause. If your Separation from Service is for Cause, the unvested and vested portion of the Stock Option will immediately terminate. (h) Exercise Period following Separation from Service. Following your Separation from Service for any reason other than Cause, the vested portion potion of the Stock Option will remain exercisable for one year (by you or your beneficiaries in the event of your death), subject to any outer limits contained in the Company's 2016 Omnibus Stock Incentive Plan, as amended (the "Plan") or the applicable Award Agreement. 2 6. Confidential Information, Assignment of Inventions, and Non-Solicitation Agreement. You will be required, as a condition of your employment with the Company, to sign (or re-sign) the Company's Confidential Information, Assignment of Inventions, Non-Competition and Non-Solicitation Agreement, a copy of which is attached hereto as Exhibit A. View More
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Stock Options. Subject to approval by the Company's Board of Directors, the Company will grant to you an option (the "Stock Option") to purchase 400,000 shares of common stock of the Company (subject to appropriate adjustment for stock splits, stock dividends, combinations, recapitalizations and similar transactions affecting the common stock of the Company after the date hereof) under the Company's equity incentive plan (the "Plan"), at an exercise price equal to the fair market value per share of the common ...stock of the Company on the date of grant, as determined by the Board. The Stock Option will vest over four years, with 25% of the shares subject to the Stock Option vesting on the first anniversary of the commencement of your employment, subject to your continuing employment with the Company, and the remaining shares vesting monthly thereafter over the subsequent 36 months, in equal amounts, subject to your continuing employment with the Company. The option will be subject to all of the terms and conditions set forth in the Plan and in the stock option agreement covering the Stock Option, which must be executed to affect the grant of any option. View More
Stock Options. Subject to approval by the Company's Board of Directors, Board, the Company will grant to you an a stock option (the "Stock Option") to purchase 400,000 928,659 shares of common stock of the Company (which represents one percent (1%) of the fully diluted capital of the company) (subject to appropriate adjustment for stock splits, stock dividends, combinations, recapitalizations and similar transactions affecting the common stock of the Company after the date hereof) under the Company's equity in...centive plan 2007 Stock Incentive Plan (the "Plan"), "Option Plan"), at an exercise price equal to the fair market value per share of the common stock of the Company on the date of grant, as determined by the Board. The Stock Option will vest over four years, with 25% 12.5% of the shares subject to the Stock Option vesting shall become exercisable on the first six- month anniversary of the commencement of your employment, subject to your continuing employment with the Company, and an additional 1/48th of the remaining shares vesting monthly thereafter over subject to the subsequent 36 months, in equal amounts, Stock Option shall become exercisable on the first day of each successive month thereafter, subject to your continuing employment with the Company. The option terms of the Stock Option will be subject to all of the terms and conditions set forth in the Plan and in the stock an option agreement covering consistent with the 2007 Stock Option, which must be executed to affect the grant of any option. Incentive Plan. View More
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Stock Options. Subject to the terms of The Williams Companies, Inc. 2007 Incentive Plan or any successor plan, including any supplements or amendments and restatements to it (the "Plan"), you have been granted the right ("Option") to purchase from the Company @Num+C @ shares of the Company's Common Stock, par value $1 per share (the "Shares") effective @GrDt+C@ (the "Effective Date"). Your Option is exercisable in whole or in part at the exercise price of @P+C @ (the "Option Price"), the closing stock price on...ice on <@GrDt+C@>, and has an expiration date of <@ExDt @>. The Option will vest in one-third increments each year for three years on the anniversary date of the Effective Date beginning the year following the Effective Date and is exercisable at such times and during such periods as are set forth in this Option Agreement and the Plan. View More
Stock Options. Subject to the terms of The Williams Companies, Inc. 2007 Incentive Plan or any successor plan, including any supplements or amendments and restatements to it (the "Plan"), you have been granted the right ("Option") to purchase from the Company @Num+C @ shares of the Company's Common Stock, par value $1 per share (the "Shares") effective @GrDt+C@ @GrDt+C@. (the "Effective Date"). Your Option is exercisable in whole or in part at the exercise price of @P+C @ (the "Option Price"), the closing stoc...ing stock price on <@GrDt+C@>, and has an expiration date of <@ExDt @>. The Option will vest in one-third increments each year for three years on the anniversary date of the Effective Date beginning the year following the Effective Date February 22, 2017, February 22, 2018 and February 22, 2019 and is exercisable at such times and during such periods as are set forth in this Option Agreement and the Plan. View More
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Stock Options. It will be recommended to the Company's Board of Directors (or committee thereof) that you be granted an option to purchase shares of the Company's Class A common stock, with an estimated value of $4,000,000.00 ("Option Value"). The Option Value shall be converted into a number of shares of the Company's Class A Common Stock by dividing the Option Value by the fair value of an option to purchase one share of Class A Common Stock calculated by the Company under ASC Topic 718 on the date of grant,... rounded down to the nearest whole share. The exercise price per share for the option shall be equal to the closing price of a share of Class A common stock on the date of the grant (or the day immediately preceding the grant date for which a closing price is reported). The shares subject to the option shall vest as follows provided you remain in continuous service through the applicable vesting date: twenty-five percent (25%) of the shares subject to the option shall vest on the one year anniversary of your Start Date and the remaining shares subject to the option shall vest in equal monthly installments over the three years thereafter. The provisions of your stock option grant shall otherwise be subject to the provisions of the Company's standard form of Stock Option Agreement and the Company's 2021 Stock Option and Incentive Plan.In the event your employment with the Company is either (i) terminated by the Company without Cause or (ii) you resign from such employment for Good Reason (as defined below), in either case within three (3) months before or twelve (12) months after the consummation of a Sale Event (as defined in the Plan), then subject to you delivering to the Company or its successor a fully executed and effective general release of claims in favor of the Company and its successor that becomes effective and irrevocable within sixty (60) days of the date of your termination or resignation (as applicable), then 100% of the shares subject to your outstanding equity awards, including the RSUs described above, will vest as of the date of such termination (or the Sale Event, if later).For purposes of this letter agreement, "Good Reason" means that you have complied with the "Good Reason Process" following the occurrence of any of the following events:(i) a material diminution in your responsibilities, authority, or duties;(ii) a material diminution in your base salary, except for across the board salary reductions based on the Company's financial performance similarly affecting all or substantially all senior management employees of the Company; or(iii) a change in geographic location of more than 50 miles at which you provide services to the Company (or its successor).For these purposes, "Good Reason Process" means that (i) you reasonably determine in good faith that a "Good Reason" condition has occurred; (ii) you notify the Company in writing of the first occurrence of the Good Reason condition within 60 days of the first occurrence of such condition; (iii) you cooperate in good faith with the Company's efforts, for a period not less than 30 days following such notice (the "Cure Period"), to remedy the condition, (iv) notwithstanding such efforts, the Good Reason condition continues to exist; and (v) you terminate your employment within 30 days after the end of the Cure Period. If the Company cures the Good Reason condition during the Cure Period, Good Reason will be deemed not to have occurred.Annual Refresh: Subject in all cases to the approval of the Compensation Committee of the Board, it is the Company's standard practice to review and refresh executive equity on an annual basis. Annual equity awards are typically granted in the first quarter of each calendar year. The value of any future equity awards will be based on a combination of the Company's performance, your individual performance and a review of the market data for similarly situated executives at similarly situated companies. View More
Stock Options. It will be recommended to the Company's Board of Directors (or committee thereof) that you be granted an option to purchase shares of the Company's Class A common stock, with an estimated value of $4,000,000.00 ("Option Value"). The Option Value shall be converted into a number of shares of the Company's Class A Common Stock by dividing the Option Value by the fair value of an per option to purchase one share of Class A Common Stock calculated by the Company under ASC Topic 718 on the date of gr...ant, 718, rounded down to the nearest whole share. The exercise price per share for the option shall be equal to the closing price of a share of Class A common stock on the date of the grant (or the day immediately preceding the grant date for which a closing price is reported). The shares subject to the option shall vest as follows provided you remain in continuous service through the applicable vesting date: twenty-five percent (25%) of the shares subject to the option shall vest on the one year anniversary of your Start Date and the remaining shares subject to the option shall vest in equal monthly installments over the three years thereafter. The provisions of your stock option grant shall otherwise be subject to the provisions of the Company's standard form of Stock Option Agreement and the Company's 2021 Stock Option and Incentive Plan.In Plan [Plan]. In the event your employment with the Company is either (i) terminated by the Company without Cause or (ii) you resign from such employment for Good Reason (as defined below), in either case within three (3) months before or twelve (12) months after the consummation of a Sale Event (as defined in the Plan), then subject to you delivering to the Company or its successor a fully executed and effective general release of claims in favor of the Company and its successor that becomes effective and irrevocable within sixty (60) days of the date of your termination or resignation (as applicable), then 100% of the shares subject to your outstanding equity awards, including the RSUs described above, will vest as of the date of such termination (or the Sale Event, if later).For later). For purposes of this letter agreement, "Good Reason" means that you have complied with the "Good Reason Process" following the occurrence of any of the following events:(i) a events: (1)a material diminution in your responsibilities, authority, or duties;(ii) a duties;(2)a material diminution in your base salary, except for across the board salary reductions based on the Company's financial performance similarly affecting all or substantially all senior management employees of the Company; or(iii) a or(3)a change in geographic location of more than 50 miles at which you provide services to the Company (or its successor).For successor). For these purposes, "Good Reason Process" means that (i) you reasonably determine in good faith that a "Good Reason" condition has occurred; (ii) you notify the Company in writing of the first occurrence of the Good Reason condition within 60 days of the first occurrence of such condition; (iii) you cooperate in good faith with the Company's efforts, for a period not less than 30 days following such notice (the "Cure Period"), to remedy the condition, (iv) notwithstanding such efforts, the Good Reason condition continues to exist; and (v) you terminate your employment within 30 days after the end of the Cure Period. If the Company cures the Good Reason condition during the Cure Period, Good Reason will be deemed not to have occurred.Annual Refresh: Subject in all cases to the approval of the Compensation Committee of the Board, it is the Company's standard practice to review and refresh executive equity on an annual basis. Annual equity awards are typically granted in the first quarter of each calendar year. The value of any future equity awards will be based on a combination of the Company's performance, your individual performance and a review of the market data for similarly situated executives at similarly situated companies. occurred. View More
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