Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest as follows, provided in each case that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting date: (a) Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator provides
...for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). No portion of the Stock Option may be exercised until it vests. Each election to exercise must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) of the Plan shall apply.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest as follows, provided in each case
(subject to Section 3(b) below) that the Optionee has remained in continuous Employment
as Chief Executive Officer of Michaels Stores, Inc. from the Date of Grant through the applicable vesting date:
(a) Twenty-five (a)Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant.
(b) In -2- (b)Upon the Optionee's termination of Employme...nt as Chief Executive Officer of Michaels Stores, Inc. by the Company or Michaels Stores, Inc. without Cause (except where Cause exists), the Stock Option will vest as to that portion that would otherwise vest on the next anniversary of the Date of Grant, pro rated based on the number of days since the last annual vesting date (or the Date of Grant if such termination occurs prior to the first anniversary of the Date of Grant (the "First Anniversary")). Notwithstanding any of the foregoing, in the event the Optionee's Employment as Chief Executive Officer of Michaels Stores, Inc. is terminated by the Company or Michaels Stores, Inc. without Cause prior to the First Anniversary because of the appointment of a new Chief Executive Officer of Michaels Stores, Inc., (i) provided that the Optionee remains a member of the Company's board of directors through the First Anniversary, the Stock Option will vest on the First Anniversary as to that portion that would otherwise vest on the First Anniversary, and (ii) if the Optionee ceases to serve as a member of the Company's board of directors prior to the First Anniversary, the Stock Option will vest as to that portion that would otherwise vest on the First Anniversary, pro rated based on the number of days between the Date of Grant and the date of the Optionee's cessation of board service. (c)In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment as Chief Executive Officer of Michaels Stores, Inc. is terminated by the Company or Michaels Stores, Inc. (or its successor) one of their successors) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Employment as Chief Executive Officer of Michaels Stores, Inc. (d)Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, Plan and Section 5(d) below, in the event of the Optionee's Employment ceases by reason of a Qualifying Retirement, Termination, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second third anniversary of such Qualifying Retirement Termination and the Final Exercise Date (as defined below). -3- No portion of the Stock Option may be exercised until it vests. Each election to exercise must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) 3(b), (c), and (c) (d) above, the provisions of Section 6(a)(4)(A)-(D) of the Plan shall apply.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest
as follows, provided [●], provided, in each
case case, that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting
date: (a) Twenty-five percent (25%) date, with the number of
the Stock Option shall Shares that vest on
each anniversary of any such date, other than the
Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstandi...ng as of immediately prior to a Change of Control and the Administrator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award final vesting date, being rounded down to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). nearest whole Share. No portion of the Stock Option may be exercised until it vests. Each election to exercise the Stock Option must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in one or more of the form forms described in Section 6(b)(3) of (i) cash or the Plan. In the event that the Stock Option is exercised by a check acceptable person other than the Optionee, the Company will be under no obligation to deliver Shares hereunder unless and until it is satisfied as to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination authority of the foregoing. person to exercise the Stock Option and compliance with applicable securities laws. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th [seventh 1 (7th)] anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Date"). Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4)(A)-(F) of the Plan shall apply.
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Vesting Method of Exercise.
Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest as follows, provided in each case that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting date: (a)
Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. [Vesting Terms]. (b)
In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Admini...strator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). No portion of the Stock Option may be exercised until it vests. Each election to exercise any vested portion of the Stock Option will be subject to the terms and conditions of the Plan and shall be in a form acceptable to the Administrator signed by the Optionee (or legally appointed representative, in the event of the Optionee's disability) or the person or persons to whom the Stock Option is transferred by will or the applicable laws of descent and distribution. Each such election must comply with be received by the Company at its principal office or by such rules other party as the Administrator prescribes from time to time may prescribe and must be accompanied by payment in full of as provided in the Plan. The exercise price in the form of (i) may be paid by cash or a check acceptable to the Administrator, (ii) Administrator or by such other means provided for in the Plan, to the extent permitted by the Administrator, payment Administrator. In the event that the Stock Option is exercised by means of a broker-assisted cashless exercise program, (iii) such person other form of payment, if any, than the Optionee, the Company will be under no obligation to deliver Shares hereunder unless and until it is satisfied as may be acceptable to the Administrator, or (iv) any combination authority of such individual to exercise the foregoing. Stock Option and compliance with applicable securities laws. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Date"). Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4) of the Plan shall apply.
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Vesting Method of Exercise.
Unless earlier terminated, forfeited, relinquished or expired, (a) As used herein with respect to the Stock Option
shall vest as follows, provided or any portion thereof, the term "vest" means to become exercisable and the term "vested" means that the Stock Option or portion thereof is then exercisable, subject in each case
that to the
Optionee has remained in continuous Employment from terms of the
Date Plan. The Stock Option is vested as to 100% of
the total number of Shares subject to the Sto...ck Option on the Grant through the applicable vesting date: (a) Twenty-five percent (25%) Date. (b) Exercise of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). Option. No portion of the Stock Option may be exercised until it such portion vests. Each election to exercise any vested portion of the Stock Option will be subject to the terms and conditions of the Plan and shall be in writing, signed by the Optionee (or legally appointed representative, in the event of the Optionee's disability) or the person or persons to whom the Stock Option is transferred by will or the applicable laws of descent and distribution, or shall be in such other form as is acceptable to the Administrator. Each such election must comply with be received by the Company at its principal office or by such rules other party as the Administrator prescribes from time to time may prescribe and must be accompanied by payment in full of as provided in the Plan. The exercise price in the form of may be paid (i) by cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of through a broker-assisted cashless exercise program, program acceptable to the Administrator, (iii) by such other form of payment, means, if any, as may be acceptable to the Administrator, or (iv) by any combination of the foregoing. foregoing permissible forms of payment. In the event that the Stock Option is exercised by a person other than the Optionee, the Company will be under no obligation to deliver Shares hereunder unless and until it is satisfied as to the authority of such individual to exercise the Stock Option. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of sixtieth (60th) day following the Grant Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Date"). Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4) of the Plan shall apply.
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Vesting Method of Exercise.
(a) As used herein with respect to the Stock Option or any portion thereof, the term "vest" means to become exercisable and the term "vested" means that the Stock Option or portion thereof is then exercisable, subject in each case to the terms of the Plan. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall
vest become vested as
follows, provided follows: [Specific vesting terms to be specified in each
case that grant] Notwithstanding the foregoing, the Stock Op...tion shall not vest on any vesting date unless the Optionee has remained in continuous Employment from the Grant Date of Grant through the applicable such vesting date: (a) Twenty-five percent (25%) date. (b) Exercise of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). Option. No portion of the Stock Option may be exercised until it such portion vests. Each election to exercise any vested portion of the Stock Option will be subject to the terms and conditions of the Plan and shall be in writing, signed by the Optionee (or legally appointed representative, in the event of the Optionee's disability) or the person or persons to whom the Stock Option is transferred by will or the applicable laws of descent and distribution, or shall be in such other form as is acceptable to the Administrator. Each such election must comply with be received by the Company at its principal office or by such rules other party as the Administrator prescribes from time to time may prescribe and must be accompanied by payment in full of as provided in the Plan. The exercise price in the form of may be paid (i) by cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of through a broker-assisted cashless exercise program, program acceptable to the Administrator, (iii) by such other form of payment, means, if any, as may be acceptable to the Administrator, or (iv) by any combination of the foregoing. foregoing permissible forms of payment. In the event that the Stock Option is exercised by a person other than the Optionee, the Company will be under no obligation to deliver Shares hereunder unless and until it is satisfied as to the authority of such individual to exercise the Stock Option. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Grant Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Date"). Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4) of the Plan shall apply.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest
as follows, [—], provided
in each case that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting
date: (a) Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator prov...ides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). date. No portion of the Stock Option may be exercised until it vests. Each election to exercise the Stock Option must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th tenth (10th) anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons employees from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4)(A)-(E) of the Plan shall apply. 1 4. Forfeiture; Recovery of Compensation. By accepting the Stock Option the Optionee expressly acknowledges and agrees that his or her rights (and those of any permitted transferee) under the Stock Option or to any Stock acquired under the Stock Option or any proceeds from the disposition thereof, are subject to Section 6(a)(5) of the Plan (including any successor provision). Nothing in the preceding sentence shall be construed as limiting the general application of Section 7 of this Agreement.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest as follows, provided in each case
(subject to Section 3(b) below) that the Optionee has remained in continuous Employment
as Chief Executive Officer of Michaels Stores, Inc. from the Date of Grant through the applicable vesting date: (a) Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. (b)
Upon the Optionee's termination of Employment as Chief Executive Off...icer of Michaels Stores, Inc. by the Company or Michaels Stores, Inc. without Cause (except where Cause exists), the Stock Option will vest as to that portion that would otherwise vest on the next anniversary of the -2- Date of Grant, pro rated based on the number of days since the last annual vesting date (or the Date of Grant if such termination occurs prior to the first anniversary of the Date of Grant). (c) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator provides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment as Chief Executive Officer of Michaels Stores, Inc. is terminated by the Company or Michaels Stores, Inc. (or its successor) one of their successors) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Employment as Chief Executive Officer of Michaels Stores, Inc. (d) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, Plan and Section 5(d) below, in the event of the Optionee's Employment ceases by reason of a Qualifying Retirement, Termination, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement Termination and the Final Exercise Date (as defined below). No portion of the Stock Option may be exercised until it vests. Each election to exercise must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) 3(b), (c), and (c) (d) above, the provisions of Section 6(a)(4)(A)-(D) of the Plan shall apply.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest
as follows, [—], provided
in each case that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting
date: (a) Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator prov...ides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). date. No portion of the Stock Option may be exercised until it vests. Each election to exercise the Stock Option must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th tenth (10th) anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons employees from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) 6(a)(4)(A)-(E) of the Plan shall apply.
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Vesting Method of Exercise. Unless earlier terminated, forfeited, relinquished or expired, the Stock Option shall vest
as follows, [—], provided
in each case that the Optionee has remained in continuous Employment from the Date of Grant through the applicable vesting
date: (a) Twenty-five percent (25%) of the Stock Option shall vest on each anniversary of the Date of Grant. (b) In the event (i) the Stock Option (or any portion thereof) is outstanding as of immediately prior to a Change of Control and the Administrator prov...ides for the assumption or continuation of, or the substitution of a substantially equivalent award for, the Stock Option (or any portion thereof) in accordance with Section 7(a)(i) of the Plan (the "Rollover Award") and (ii) the Optionee's Employment is terminated by the Company (or its successor) without Cause within the twelve (12) months following the Change of Control, the Rollover Award to the extent still outstanding will vest in full on the date of the Optionee's termination of Employment. (c) Notwithstanding Sections 6(a)(4)(A), (B) or (C) of the Plan, but subject to Section 6(a)(4)(D) of the Plan, in the event the Optionee's Employment ceases by reason of a Qualifying Retirement, the portion of the Stock Option that is then exercisable will remain exercisable until the earlier of the second anniversary of such Qualifying Retirement and the Final Exercise Date (as defined below). date. No portion of the Stock Option may be exercised until it vests. Each election to exercise must comply with such rules as the Administrator prescribes from time to time and must be accompanied by payment in full of the exercise price in the form of (i) cash or a check acceptable to the Administrator, (ii) to the extent permitted by the Administrator, payment by means of a broker-assisted cashless exercise program, (iii) such other form of payment, if any, as may be acceptable to the Administrator, or (iv) any combination of the foregoing. The latest date on which the Stock Option or any portion thereof may be exercised will be the 10th anniversary of the Date of Grant (the "Final Exercise Date"); provided, however, if at such time the Optionee or other person (if any) authorized to exercise the Stock Option is prohibited by applicable law or written Company policy applicable to the Optionee (or such other person, as applicable) and similarly situated persons from engaging in any open-market sales of Stock, the Final Exercise Date will be automatically extended to thirty (30) days following the date the Optionee or such other person, as the case may be, is no longer prohibited from engaging in such open-market sales. Any portion of the Stock Option that remains outstanding and has not been exercised by the Final Exercise Date will thereupon immediately terminate. Upon any earlier termination of Employment, subject to Sections 3(b) and (c) above, the provisions of Section 6(a)(4)(A)-(D) of the Plan shall apply.
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