Acceleration of Option Vesting. If the Executive’s employment is terminated and he is entitled to payments and benefits contemplated by Section 4, the vesting of all options granted by the Company to the Executive to purchase shares of the Company’s capital stock shall be accelerated in full.
Acceleration of Option Vesting. In the case of a Constructive Termination, all unvested stock options held by the Executive shall become fully vested, effective on the Date of Termination, and shall be thereafter exercisable in accordance with the provisions of the applicable Option Plan (including, without limitation, Sections 5 and 6 thereof) and Option Agreement.
Acceleration of Option Vesting. Upon completion of a Change of Control or upon termination of employment due to death or Disability of the Employee, all options to purchase stock of the Company held by the Employee shall immediately vest and become exercisable by the Employee in accordance with their remaining terms (subject, in the case of termination of employment due to death or Disability, to the period of exercise set forth in Section 6(h)). The Company agrees to take any and all actions necessary or appropriate to effectuate the acceleration of these options and to permit the Employee to exercise the options in accordance with their terms from and after this accelerated vesting date.
Acceleration of Option Vesting. Finally, any future grant to you of options to purchase shares of the Company’s capital stock will include the appropriate language providing that any of the related unvested options outstanding at the time you are terminated by the Company without Cause or voluntarily terminate your employment with the Company for “Good Reason” as the result of a Change in Control as herein defined will become fully vested and exercisable pursuant to the terms and conditions of the related Stock Option Agreement.
Acceleration of Option Vesting. Upon completion of a Change of Control, all options to purchase stock of the Company held by the Employee shall immediately vest and become exercisable by the Employee in accordance with their remaining terms. The Company agrees to take any and all actions necessary or appropriate to effectuate the acceleration of these options and to permit the Employee to exercise the options in accordance with their terms from and after this accelerated vesting date.
Acceleration of Option Vesting. The option agreements between the Company and the Key Executive shall be amended to provide that the vesting of all outstanding options to purchase the Company's common stock shall be accelerated so that such options will vest and become exercisable, in full, upon the closing of the Change of Control Transaction.
Acceleration of Option Vesting. On the Termination Date (i) the vesting of your right to exercise all then outstanding HNC common stock options then held by you (collectively your "OPTIONS") that are then unvested will accelerate so that your Options will then be vested and exercisable to the same extent that they would have been vested and exercisable (under the provisions of the Options that provide vesting based solely on your continuous employment) if you had remained continuously employed by HNC until one (1) year after the Termination Date, and (ii) all your Options will continue to be exercisable by you for a period ending upon the earlier of (A) one (1) year after the Termination Date or (B) the date on which your Options would otherwise expire (other than an expiration due solely to termination of your employment) in accordance with their respective original terms; provided, however, that if the operation of this Section 6 is triggered by a Deemed Termination, then all references in this Section 6(b) (other than the reference to the "Termination Date" in clause (ii) above) will, solely for purposes of this Section 6(b), refer to and mean the Deemed Termination Date rather than the Termination Date. The foregoing provisions of this Section 6(b) amend the current terms of your Options.
Acceleration of Option Vesting. Finally, any future grant to you of options to purchase shares of the Company’s capital stock will include the appropriate language providing that any of the related unvested options outstanding at the time you are terminated by the Company without Cause or voluntarily terminate your employment with the Company for “Good Reason” as the result of a Change in Control as herein defined will become fully vested and exercisable pursuant to the terms and conditions of the related Stock Option Agreement. Definition of “Cause.” As used in this Letter Agreement, the term “Cause” shall have the meaning, with respect to the termination of your employment by the Company, expressly set forth in any then-effective written agreement regarding your employment between you and the Company, or in the absence of such then-effective written agreement and definition, shall mean termination of your employment as a result of your: (i) performance of any act or failure to perform any act in bad faith and to the detriment of the Company; (ii) dishonesty, intentional misconduct or material breach of any agreement with the Company; or (iii) commission of a crime involving dishonesty, breach of trust, or physical or emotional harm to any person. Definition of “Good Reason.”
Acceleration of Option Vesting. If the Key Employee’s employment is terminated and he/she is entitled to payments and benefits contemplated by Section 3, the vesting of all options granted by the Company to the Key Employee to purchase shares of the Company’s capital stock shall be accelerated in full.
Acceleration of Option Vesting. Immediately prior to the consummation of the Trigger Change of Control, the vesting of your right to exercise all then outstanding HNC common stock options then held by you (collectively your "OPTIONS") that are then unvested will accelerate in full so that all your Options will then be fully vested and exercisable in full, and all your Options will continue to be exercisable by you until the later of (i) one (1) year after the date of the consummation of the Trigger Change of Control or (ii) the date on which your Options would otherwise terminate or expire in accordance with their original terms. The foregoing provisions of this Section 7(b) amend the current terms of your Options.
