Common use of Additional Option Clause in Contracts

Additional Option. In the event the Company closes a bona fide equity financing prior to the issuance of Series G Preferred Stock of the Company that results in net proceeds to the Company of up to $10,000,000 within twelve (12) months following the Start Date (the “Bridge Financing”), then subject to approval by the Board, the Company will grant an option to purchase that number of shares of Company’s Common Stock that, together with the total number of shares subject to the Option, represent 5.0% of the Fully Diluted Shares of the Company as of immediately following the closing of the Bridge Financing (the “Additional Option”), provided that you are providing Continuous Services as the Company’s Chief Executive Officer through and including both the date on which such Bridge Financing closes and the date on which the Additional Option is granted by the Board. Subject to approval by the Board, the shares subject to the anticipated Additional Option will be unvested on the date of grant and will vest on the one-year anniversary of the last closing date of the Bridge Financing, subject to your Continuous Service as of such date as the Company’s Chief Executive Officer. The Additional Option shall be issued pursuant to the terms and conditions of the Plan on the grant date, at an exercise price equal to 100% of the fair market value of the Company’s Common Stock on the grant date, as provided in the Plan and determined by the Board in a manner intended to be consistent with the requirements for an exemption from the application of Section 409A of the Internal Revenue Code of 1986, as amended, and shall be governed in all respects by the terms of the Plan, the grant notice and the option agreement. No right to any stock is earned or accrued until such time that vesting occurs, nor does the xxxxx xxxxxx any right to continue vesting or employment. For the avoidance of doubt, you will only be eligible to receive the Additional Option upon the first Bridge Financing to occur following the Start Date. Determination as to whether and when the Bridge Financing has been consummated, if at all, will be determined by the Board in its sole discretion. For the purposes of the foregoing sentence, “Fully Diluted Shares” shall be calculated by adding the number of outstanding shares of capital stock of the Company plus the number of shares of capital stock subject to issuance under outstanding options or warrants, in each case, on an as-converted to common stock basis and as of the close of the business day preceding the date of determination. Xxxxxx

Additional Option. Notwithstanding anything herein to the contrary, in case of a Major Delivery Failure and if the Seller has delivered the Repair Notice promptly as practicably possible and the Repair Costs with respect to a Barge exceed, in the case of Repair Costs with respect to Barge A, eighty-five percent (85%) of the Barge A Purchase Price, or, in the case of Repair Costs with respect to Barge B, eighty-five percent (85%) of the Barge B Purchase Price, and if Buyer decides not to elect Option C, within ten (10) Business Days of such decision not to elect Option C, Buyer shall give Seller written notification thereof and upon receipt of such notification Seller shall have the option to exclude from the Acquisition (such option being hereinafter referred to as "Option D") (A) any Barge for which the Repair Costs with respect thereto exceed eighty-five percent (85%) of its Purchase Price and (B) any related Acquired Assets. Seller shall (if it chooses to do so) exercise its rights under this Section 6.6 (e)(ii) by giving Buyer written notice thereof within thirty (30) Business Days following the date that the Repair Notice has been given to Buyer as required by the previous sentence and the Repair Cost has been determined within a reasonable period. In the event case where Buyer decides not to elect Option C and Seller elects Option D with respect to both Barges, then Seller, Buyer and the Company closes Escrow Agent shall take the respective actions specified in Section 8.3(c) as if the Agreement had been terminated in accordance with Section 8.1 (c) hereof. In the case where Buyer decides not to elect Option C and Seller elects Option D with respect to only one Barge and related Acquired Assets, then (i) the Seller shall, within ten (10) Business Days after electing Option D, pay to Buyer, by wire transfer of immediately available funds to a bona fide equity financing prior bank account (or accounts) as shall have been designated in writing by Buyer to Seller, an amount (in U.S. Dollars) equal to the issuance of Series G Preferred Stock of Partial Termination Payment, if any, (ii) the Company that results Escrow Agent shall disburse to Buyer, in net proceeds to the Company of up to $10,000,000 within twelve (12) months following the Start Date (the “Bridge Financing”), then subject to approval by the Board, the Company will grant an option to purchase that number of shares of Company’s Common Stock that, together accordance with the total number of shares subject to the Option, represent 5.0% of the Fully Diluted Shares of the Company as of immediately following the closing of the Bridge Financing (the “Additional Option”), provided that you are providing Continuous Services as the Company’s Chief Executive Officer through and including both the date on which such Bridge Financing closes and the date on which the Additional Option is granted by the Board. Subject to approval by the Board, the shares subject to the anticipated Additional Option will be unvested on the date of grant and will vest on the one-year anniversary of the last closing date of the Bridge Financing, subject to your Continuous Service as of such date as the Company’s Chief Executive Officer. The Additional Option shall be issued pursuant to the terms and conditions of the Plan on the grant date, at an exercise price equal to 100% of the fair market value of the Company’s Common Stock on the grant date, as provided in the Plan and determined by the Board in a manner intended to be consistent with the requirements for an exemption from the application of Section 409A of the Internal Revenue Code of 1986, as amended, and shall be governed in all respects by the terms of the PlanEscrow Agreement, the grant notice Partial Termination Escrow Payment and (iii) upon receipt of the Partial Termination Payment, if any, and the option agreement. No right Partial Termination Escrow Payment, Buyer shall release all liens under the Security Agreement with respect to the Barge and any stock is earned or accrued until such time that vesting occurs, nor does related Acquired Assets which have been excluded from the xxxxx xxxxxx any right to continue vesting or employment. For the avoidance of doubt, you will only be eligible to receive the Additional Option upon the first Bridge Financing to occur following the Start Date. Determination as to whether and when the Bridge Financing has been consummated, if at all, will be determined by the Board in its sole discretion. For the purposes of the foregoing sentence, “Fully Diluted Shares” shall be calculated by adding the number of outstanding shares of capital stock of the Company plus the number of shares of capital stock subject to issuance under outstanding options or warrants, in each case, on an as-converted to common stock basis and as of the close of the business day preceding the date of determination. XxxxxxAcquisition.

Additional Option. In If the event Valuation Goal or the Company closes Financing Goal is achieved during the Measurement Period, Executive, will receive a bona fide equity financing prior to the issuance of Series G Preferred Stock of the Company that results in net proceeds to the Company of up to $10,000,000 within twelve (12) months following the Start Date (the “Bridge Financing”), then subject to approval by the Board, the Company will one-time stock option grant an option to purchase that number of shares of Companycommon stock upon or as soon as practicable following such Qualified Event, subject to Executive’s Common Stock that, together continued services with the Company through the applicable grant date, that will result in Executive’s beneficial ownership of total number equity in the Company following such Qualified Event equal to three (3%) of issued and outstanding shares subject of common stock on a fully-diluted basis immediately after such Qualified Event, with an exercise price equal to the Option, represent 5.0% fair market value of the Fully Diluted Shares common stock on the date of the Company as of immediately following the closing of the Bridge Financing grant (the “Additional Option”), provided that you are providing Continuous Services as the Company’s Chief Executive Officer through and including both the date on which such Bridge Financing closes and the date on which the Additional Option is granted by the Board. Subject to approval by the Board, the shares subject to the anticipated Additional Option will be unvested on the date of grant and will vest on the one-year anniversary of the last closing date of the Bridge Financing, subject to your Continuous Service as of such date as the Company’s Chief Executive Officer. The Additional Option shall Option, including vesting terms, will be issued pursuant subject to the terms and conditions of the Plan on the grant date, at an exercise price equal to 100% of the fair market value of the Company’s Common Stock on the grant date, as provided in the 2020 Equity Incentive Plan and determined by the Board in a manner intended to be consistent with the requirements for an exemption from the application of Section 409A of the Internal Revenue Code of 1986, (as amended, “Plan”) and its option grant notice and agreement. The Additional Option shall vest over four years of the Executive’s continuous service to the Company, with twenty-five percent (25%) of the shares subject to the Additional Option grant becoming vested on the first year anniversary of the vesting commencement date subject to Executive’s continued services through such date, and the remaining shares becoming vested in equal monthly installments over the following thirty-six (36) months of continuous service. The exercise price of the Additional Option, as well as all other matters related to the Additional Option, will be governed in all respects by and subject to the terms of and conditions set forth in the Plan, the grant notice and the stock option agreementagreement Executive will be required to execute. No right Notwithstanding the foregoing, in the event Executive’s service with the Company is terminated by the Company without Cause (as defined below) upon or within 90 days following the date of such Qualified Event, the Additional Option shall be fully vested on the date of Executive’s termination of services, subject to any stock is earned or accrued until such time that vesting occurs, nor does Executive’s timely satisfaction of the xxxxx xxxxxx any right requirements to continue vesting or employment. For the avoidance of doubt, you will only be eligible to receive the Additional Option upon the first Bridge Financing to occur following the Start Date. Determination severance benefits as to whether and when the Bridge Financing has been consummated, if at all, will be determined by the Board set forth in its sole discretion. For the purposes of the foregoing sentence, “Fully Diluted Shares” shall be calculated by adding the number of outstanding shares of capital stock of the Company plus the number of shares of capital stock subject to issuance under outstanding options or warrants, in each case, on an as-converted to common stock basis and as of the close of the business day preceding the date of determination. XxxxxxSection 9.3 below.