Employee Stock Plans. As long as the Investors shall continue to own any of the Preferred Stock, Warrants, or Warrant Shares, the Company shall sell shares of or grant options to purchase shares of its capital stock to Employees, officers, and directors of and consultants to the Company only pursuant to stock option plans or stock purchase plans which have been adopted and approved by the Company's Board of Directors and only so long as the Company has an option to repurchase such shares upon the termination of employment with the Company of such Employees, officers, directors, and consultants, and the total number of shares of Common Stock as to which the Company may make such sales or grant such options shall not exceed 10,000 shares, such number subject to equitable adjustment for reorganizations, stock splits, stock dividends, and like events (including shares issued or sold pursuant to (i) any such stock option plan even though the shares were acquired upon the exercise of stock options which were granted prior to the date hereof, and (ii) any such stock purchase plans even though the shares acquired thereunder were purchased prior to the date hereof). Under no circumstances shall the total number of shares of the Company's Common Stock issued under any such stock purchase plan, plus any shares issued or subject to issuance under any such stock option plan, exceed 10,000 shares (such number subject to equitable adjustment for reorganizations, stock splits, stock dividends, and like events) at any time.
Employee Stock Plans. Hereafter issue, sell, grant or award any Equity Security or any option to acquire any Equity Security to officers, directors, employees, consultants or advisors to the Company; provided, however that this provision shall not limit the ability of the Board of Directors to delegate authority to issue, sell, grant or award Equity Securities or options to the Compensation Committee.
Employee Stock Plans. 29 8.14 Liens .............................................................................30 8.15 Investments..........................................................................30 8.16
Employee Stock Plans. Hereafter issue, sell, grant or award any Equity Security or any option to acquire any Equity Security to employees, consultants or advisors to the Company, provided, however, that the Company may issue, sell grant or award any Equity Security or option to acquire any Equity Security under the Company's Employee Stock Purchase Plan or the Company's 1995 Stock Incentive Plan, in each case as existing on the date hereof.
Employee Stock Plans. The Company hereby agrees that, except as approved by the Board of Directors of the Company or a compensation committee designated by the Board of Directors, (i) shares of Common Stock issued to officers, directors and employees of, or consultants to, the Company after the date of this Agreement pursuant to stock grants, option plans, purchase plans or other employee stock incentive programs or arrangements will be subject to vesting as follows: 25% to vest at the end of the first year following such issuance, with the remaining 75% to vest monthly over the next three years and (ii) the repurchase option governing stock sold subject to vesting as set forth above shall provide that upon termination of the employment of the stockholder, with or without cause, the Company or its assignee (to the extent permissible under applicable securities law qualification) retains the option to repurchase at cost any unvested shares held by such stockholder.
Employee Stock Plans. Prior to, and effective as of, the Effective Time, the Company shall take all necessary action to (i) terminate, as of the Effective Time, the Company's Amended 1987 Stock Option Plan and 1992 Restricted Stock Plan, each as amended through the date of this Agreement (the "COMPANY STOCK PLANS"), (ii) accelerate the vesting of each outstanding option to purchase shares of Company Common Stock under the Company Stock Plans (each, a "COMPANY STOCK OPTION") or any remaining restrictions upon any Company Restricted Shares in accordance with the terms of the Company Stock Plans, and (iii) cancel, as of the Effective Time, each outstanding Company Stock Option that is outstanding and unexercised as of such date. Each holder of a Company Stock Option that is outstanding and unexercised immediately prior to the Effective Time shall be entitled to receive from the Surviving Corporation immediately after the Effective Time, in exchange for the cancellation of such Company Stock Option, an amount in cash equal to the excess, if any, of (x) the Per Share Common Amount over (y) the per share exercise price of such Company Stock Option, multiplied by the number of shares of Company Common Stock subject to such Company Stock Option immediately prior to the Effective Time. Any such payment shall be subject to all applicable federal, state and local tax withholding requirements. Neither the Company nor the Board shall take any action, pursuant to the Company Stock Plans or otherwise, to cause Parent, Purchaser or the Surviving Corporation to (i) assume any Company Stock Plan, Company Stock Option or Company Restricted Shares, (ii) substitute any similar plan, option or restricted share for any Company Stock Plan, Company Stock Option or Company Restricted Shares, or (iii) cause any Company Stock Plan, Company Stock Option or Company Restricted Shares to continue in full force and effect following the Effective Time. Prior to or promptly following the Effective Time, the Company or the Surviving Company (as the case may be) shall mail to each person who is a holder of an outstanding Company Stock Option (regardless of whether such Company Stock Option is or was vested or exercisable at the Effective Time) a letter describing the treatment of and payment for such Company Stock Option pursuant to this Section 3.07 and providing instructions for use in obtaining payment for such Company Stock Option in accordance with this Section.
Employee Stock Plans. (a) Prior to, and effective as of, the Effective Time, the Company shall take all necessary action to terminate the Company’s 2000 Stock Option Plan, 2005 Equity Incentive Plan and 2005 Non-Employee Directors’ Stock Option Plan , each as amended through the date of this Agreement (together with the 2005 Employee Stock Purchase Plan (the “ESPP”), the “Company Stock Plans”).
Employee Stock Plans. In connection with the REIT conversion, the Company assumed the employee obligations of Host REIT. Upon the exercise of stock options in Host REIT common stock, Host REIT will issue shares of its common stock in return for the issuance of an equal number of OP Units of the Company. Accordingly, those liabilities and related disclosures are included in the Company's financial statements. At December 31, 1999, Host REIT maintained two stock-based compensation plans, including the comprehensive stock plan (the "Comprehensive Plan"), whereby Host REIT may award to participating employees (i) options to purchase Host REIT's common stock, (ii) deferred shares of Host REIT's common stock and
Employee Stock Plans. Hereafter issue, sell, grant or award any Equity Security or any option to acquire any Equity Security to directors, officers, employees, consultants or advisors to the Company, except for Equity Securities which are "Reserved Employee Shares" within the meaning of Section 3(d)(i)(4)(C) of Article III, Part B of the Restated Certificate.
Employee Stock Plans. The Company accounts for its stock option plans and its employee stock purchase plans in accordance with the provisions of the Accounting Principles Board's Opinion No. 25 "Accounting For Stock Issued to Employees" ("APB 25"). In October 1995, the FASB released Statement of Financial Accounting Standard No. 123, "Accounting For Stock-Based Compensation" ("FAS 123"), which provides an alternative to APB 25. As allowed under FAS 123, the Company continues to account for its employee stock plans in accordance with the provisions of APB 25. See Note L. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that could affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Capital Structure: In February 1997, the FASB released Statement of Financial Accounting Standards No. 129, "Disclosure of Information about Capital Structure" ("FAS 129"). FAS 129 consolidates the existing guidance regarding disclosure relating to a company's capital structure and is effective for fiscal years beginning after December 15, 1997. Comprehensive Income: In June 1997, the FASB released Statement of Financial Accounting Standards No. 130, "Reporting Comprehensive Income" ("FAS 130"). FAS 130 establishes standards for the reporting and display of comprehensive income and its components in a full set of general purpose financial statements and is effective for fiscal years beginning after December 15, 1997. Segment Information: In June 1997, the FASB released Statement of Financial Accounting Standards No. 131, "Disclosures about Segments of an Enterprise and Related Information" ("FAS 131"). FAS 131 will change the way companies report selected segment information in annual and interim financial reports to stockholders. FAS 131 is effective for fiscal years beginning after December 15, 1997. Derivative Instruments and Hedging: In June 1998, the FASB released Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" 35 36 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED) JUNE 30, 1998 ("FAS 133"). FAS 133 establishes accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contra...
