EARLY EXERCISE FOR RESTRICTED SHARES Sample Clauses

EARLY EXERCISE FOR RESTRICTED SHARES. The Optionee may exercise the Option in accordance with this Section 6(c) for shares of the Company's Common Stock prior to the date or dates upon which such shares become exercisable under Section 3(a), and the exercise schedule in the Notice shall be deemed to have been accelerated for such purpose. The shares issued upon such early exercise shall be subject to the restrictions set forth in this subsection, and are referred to in this subsection as the "Restricted Shares."
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EARLY EXERCISE FOR RESTRICTED SHARES. The Optionee may exercise the Option in accordance with this Section 6(c) for shares of the Company's Common Stock prior to the date or dates upon which such shares become exercisable under Section 3(a), and the exercise schedule in the Notice shall be deemed to have been accelerated for such purpose, provided, however, that in no event shall the Optionee be permitted pursuant to this Section 6(c) to exercise in any calendar year more than the $100,000 Limitation Amount. For these purposes, the "$100,000 Limitation Amount" shall mean the number of shares of the Company's Common Stock equal to (i) $100,000 less the Prior Grant Amount divided by (ii) the exercise price per share specified in the Notice; and the "Prior Grant Amount" shall mean the number of shares of the Company's Common Stock becoming exercisable in such calendar year pursuant to incentive stock options granted to the Holder by the Company (or a company acquired by the Company) prior to the date this Option was granted multiplied by the exercise price of such options. The shares issued upon such early exercise shall be subject to the restrictions set forth in this subsection, and are referred to in this subsection as the "Restricted Shares." (i) REVERSE VESTING. Restricted Shares purchased under this Section 6(c) prior to the Option becoming exercisable shall "vest" according to the same schedule (i.e., on the same dates and in the same amounts) as such shares would have become purchasable upon exercise of the Option had the exercise schedule not been accelerated in accordance with this Section 6(c). In addition, Restricted Shares shall be subject to accelerated "vesting" as set forth in Section 6(a), Section 6(b)(ii) and Section 6(b)(iii) if applicable, to the same extent as the exercisability of such shares would have been accelerated had the exercise schedule not been previously accelerated in accordance with this Section 6(c). Restricted Shares that are not vested shall be subject to repurchase by the Company under Sections 6(c)(ii) and 6(c)(iii) below. As Restricted Shares become vested they shall no longer be subject to repurchase by the Company.
Sample 1
EARLY EXERCISE FOR RESTRICTED SHARES. The Optionee may exercise the Option in accordance with this Section 6(c) for shares of the Company's Common Stock prior to the date or dates upon which such shares become exercisable under Section 3(a), and the exercise schedule in the Notice shall be deemed to have been accelerated for such purpose, provided, however, that in no event shall the Optionee be permitted pursuant to this Section 6(c) to exercise in any calendar year more than the $100,000 Limitation Amount. For these purposes, the "$100,000 Limitation Amount" shall mean the number of shares of the Company's Common Stock equal to (i) $100,000 less the Prior Grant Amount divided by (ii) the exercise price per share specified in the Notice; and the "Prior Grant Amount" shall mean the number of shares of the Company's Common Stock becoming exercisable in such calendar year pursuant to incentive stock options granted to the Holder by the Company (or a company acquired by the Company) prior to the date this Option was granted multiplied by the exercise price of such options. The shares issued upon such early exercise shall be subject to the restrictions set forth in this subsection, and are referred to in this subsection as the "Restricted Shares."
Sample 1

Related to EARLY EXERCISE FOR RESTRICTED SHARES

  • Initial Exercise Price; Exercise of Rights; Detachment of Rights (a) Subject to adjustment as herein set forth, each Right will entitle the holder thereof, from and after the Separation Time and prior to the Expiration Time, to purchase one Common Share for the Exercise Price (and the Exercise Price and number of Common Shares are subject to adjustment as set forth below). Notwithstanding any other provision of this Agreement, any Rights held by TransAlta or any of its Subsidiaries shall be void.

  • Grant of Restricted Shares (a) The Company hereby grants to the Grantee an award (the “Award”) of shares of Common Stock of the Company (the “Shares” or the “Restricted Shares”) on the terms and conditions set forth in this Agreement and as otherwise provided in the Plan.

  • Ownership Cap and Exercise Restriction Notwithstanding anything to the contrary set forth in this Warrant, at no time may a Holder of this Warrant exercise this Warrant if the number of shares of Common Stock to be issued pursuant to such exercise would exceed, when aggregated with all other shares of Common Stock owned by such Holder at such time, the number of shares of Common Stock which would result in such Holder beneficially owning (as determined in accordance with Section 13(d) of the Exchange Act and the rules thereunder) in excess of 9.9% of the then issued and outstanding shares of Common Stock; provided, however, that upon a holder of this Warrant providing the Issuer with sixty-one (61) days notice (pursuant to Section 13 hereof) (the "Waiver Notice") that such Holder would like to waive this Section 7 with regard to any or all shares of Common Stock issuable upon exercise of this Warrant, this Section 7 will be of no force or effect with regard to all or a portion of the Warrant referenced in the Waiver Notice; provided, further, that this provision shall be of no further force or effect during the sixty-one (61) days immediately preceding the expiration of the term of this Warrant.

  • Manner of Exercise of Option (a) To the extent that the right to exercise the Option has accrued and is in effect, the Option may be exercised in full or in part by giving written notice to the Company stating the number of Shares as to which the Option is being exercised and accompanied by payment in full for such Shares. No partial exercise may be made for less than one hundred (100) full Shares of Common Stock. Payment shall be made in accordance with the terms of the Plan. Upon such exercise, delivery of a certificate for paid-up, non- assessable Shares shall be made at the principal office of the Company to the person exercising the Option, not less than thirty (30) and not more than ninety (90) days from the date of receipt of the notice by the Company.

  • Issuance of Restricted Shares (a) The Restricted Shares are issued to the Recipient, effective as of the Grant Date (as set forth on the cover page of this Agreement), in consideration of employment services rendered and to be rendered by the Recipient to the Company.

  • Number of Shares Issuable upon Exercise From and after the Issue Date through and including the Expiration Date, the Holder hereof shall be entitled to receive, upon exercise of this Warrant in whole in accordance with the terms of subsection 1.2 or upon exercise of this Warrant in part in accordance with subsection 1.3, shares of Common Stock of the Company, subject to adjustment pursuant to Section 4.

  • Stock Option Exercise Agreement To exercise this Option, Participant (or in the case of exercise after Participant’s death or incapacity, Participant’s executor, administrator, heir or legatee, as the case may be) must deliver to the Company an executed stock option exercise agreement in the form attached hereto as Exhibit A, or in such other form as may be approved by the Committee from time to time (the “Exercise Agreement”), which shall set forth, inter alia, (i) Participant’s election to exercise the Option, (ii) the number of Shares being purchased, (iii) any restrictions imposed on the Shares and (iv) any representations, warranties and agreements regarding Participant’s investment intent and access to information as may be required by the Company to comply with applicable securities laws. If someone other than Participant exercises the Option, then such person must submit documentation reasonably acceptable to the Company verifying that such person has the legal right to exercise the Option and such person shall be subject to all of the restrictions contained herein as if such person were the Participant.

  • Exercise of Repurchase Option The Repurchase Option shall be exercised by written notice signed by an officer of the Company or by any assignee or assignees of the Company and delivered or mailed as provided in Section 17(a). Such notice shall identify the number of shares of Stock to be purchased and shall notify Purchaser of the time, place and date for settlement of such purchase, which shall be scheduled by the Company within the term of the Repurchase Option set forth in Section 2(a) above. The Company shall be entitled to pay for any shares of Stock purchased pursuant to its Repurchase Option, at the Company's option, in cash or by offset against any indebtedness owing to the Company by Purchaser, or by a combination of both. Upon delivery of such notice and payment of the purchase price in any of the ways described above, the Company shall become the legal and beneficial owner of the Stock being repurchased and all rights and interest therein or related thereto, and the Company shall have the right to transfer to its own name the Stock being repurchased by the Company, without further action by Purchaser.

  • Disposition of Warrant and Exercise Shares (a) The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Shares in any event unless and until:

  • Non-Transferability of RSUs Unless otherwise provided by the Committee in its discretion, RSUs may not be sold, assigned, alienated, transferred, pledged, attached or otherwise encumbered except as provided in Section 9(a) of the Plan. Any purported sale, assignment, alienation, transfer, pledge, attachment or other encumbrance of RSUs in violation of the provisions of this Section 6 and Section 9(a) of the Plan shall be void.

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