Equity Participation Sample Clauses

Equity Participation. In connection with Executive’s employment hereunder, Executive shall be entitled to participate in the Company’s equity incentive plan, as in effect from time to time, pursuant to the terms of such plan, an award agreement and such other documents Executive is required to execute pursuant to the terms of such plan (the plan, the award agreement, and such other documents collectively, the “Equity Documents”). Executive’s equity participation shall be exclusively governed by the terms of the Equity Documents.

Equity Participation. This Warrant is issued in connection with the Debenture Purchase Agreement. It is intended that this Warrant constitute an equity participation under and pursuant to T.C.A. ss.▇▇-▇▇-▇▇▇, et. seq. and that equity participation be permitted under said statutes and not constitute interest on the Debenture. If under any circumstances whatsoever, fulfillment of any obligation of this Warrant, the Debenture Purchase Agreement, or any other agreement or document executed in connection with the Debenture Purchase Agreement, shall violate the lawful limit of any applicable usury statute or any other applicable law with regard to obligations of like character and amount, then the obligation to be fulfilled shall be reduced to such lawful limit, such that in no event shall there occur, under this Warrant, the Debenture Purchase Agreement, or any other document or instrument executed in connection with the Debenture Purchase Agreement, any violation of such lawful limit, but such obligation shall be fulfilled to the lawful limit. If any sum is collected in excess of the lawful limit, such excess shall be applied to reduce the principal amount of the Debenture.

Equity Participation. Pursuant to the Consultant Services Agreement, 600,000 shares of restricted common stock of the Company (the "INITIAL STOCK") have been issued to Employee, subject to the graduated repayment provisions set forth below. The Employee agrees to comply strictly with all legal requirements regarding the stock, including those related to distribution of the stock and restrictions associated with the stock.

Equity Participation. On the Closing Date, subject to the terms and conditions hereof and on the basis of the representations and warranties set forth herein, the Owner Participant agrees to participate in the payment of the Total Equipment Cost for the Units delivered on the Closing Date by making an equity investment in the beneficial ownership of such Units in the amount equal to the product of the Total Equipment Cost for such Units delivered on the Closing Date and the percentage (not less than 20%) set forth opposite the Owner Participant's name in Schedule 2 (the "Owner Participant's Commitment"). The aggregate amount of the Owner Participant's Commitment plus the aggregate amount of Transaction Costs payable by the Owner Participant shall not exceed the sum of (x) the Owner Participant's Commitment and (y) 3.25% of the Total Equipment Cost. The Owner Participant's Commitment shall be paid to the Indenture Trustee to be held (but not as part of the Indenture Estate) and applied on behalf of the Owner Trustee toward payment of the Total Equipment Cost as provided in Section 2.3.

Equity Participation. (a) The Company shall grant to the Employee an initial stock option (the "Initial Option") to purchase Eighty Thousand (80,000) shares of the Class B Common Stock, par value $.01 per share, of the Company ("Class B Common Stock"). The Initial Option shall vest in accordance with the schedule set forth on SCHEDULE B and shall be an incentive stock option. The exercise price of the Initial Option shall be the fair market value of the Class B Common Stock on the date of this Agreement. The parties expect that such fair market value will be Five Dollars ($5.00) per share. The actual dollar amount of such fair market value, however, shall be determined by the Board. The Initial Option shall be subject to and in accordance with the provisions of the 1997 Stock Option Plan of the Company, as amended (the "Plan"), substantially in the form attached hereto as part of SCHEDULE C. (b) The Company may grant to the Employee additional stock options under the Plan as determined by the Option Committee of the Board from time to time in its sole discretion. (c) All shares of Class B Common Stock issued under the Initial Option shall be subject to the terms and provisions of a Stock Purchase and Restriction Agreement as required by the Plan. (d) Notwithstanding the foregoing, all of the Employee's then remaining unvested options shall automatically become vested upon the termination of this Agreement pursuant to Sections 8.1(a), 8.2 or 8.4(a) or immediately prior to the occurrence of a Change of Control of the Company. For the purposes of this Agreement, a "Change of Control" shall mean: (i) the sale, transfer, assignment or other disposition (including by merger or consolidation) by stockholders of the Company, in one transaction or a series of related transactions, of more than a majority of the voting power represented by the then outstanding capital stock of the Company to one or more stockholders or other third parties, other than any such sales, transfers, assignments or other dispositions by such stockholders to their respective heirs or affiliates; or (ii) a sale, transfer, assignment or other disposition (including by merger or consolidation), of all of the outstanding stock of the Company, or of all or substantially all of the assets of the Company or a liquidation or dissolution of the Company.

Equity Participation. Effective on the effective date of the Business Combination, the Executive shall be granted a stock option to acquire _______shares of the Common Stock of the Company, subject to the terms and conditions of the stock option agreement between the Company and the Executive dated as of the date hereof and the Company's 1996 Long-Term Incentive Plan. In addition, the Executive shall be entitled to receive awards under any other stock option or equity based incentive compensation plan or arrangement adopted by the Company during the Employment Period for which senior executives are eligible. The level of the executive's future participation in any such plan or arrangement shall be in the sole discretion of the Board.

Equity Participation. Executive’s equity participation in the Company has been or will be documented pursuant to some or all of the 2003 Stock Purchase and Option Plan for Key Employees of the Company and its Subsidiaries and the associated Management Stockholder’s Agreement, the Second Amended and Restated ITC Holdings Corp. 2006 Long Term Incentive Plan and the associated Amendment to Management Stockholder’s Agreement, and in one or more Stock Option, Restricted Stock Award and Sale Participation Agreements associated therewith, each as executed by the Executive, the Company, and its shareholders, as applicable (such documents, collectively, the “Equity Documents”). The Company and Executive each acknowledges that the terms and conditions of the aforementioned documents govern Executive’s acquisition, vesting, holding, sale or other disposition of Executive’s equity in the Company, and Executive’s and the Company’s rights with respect thereto.

Equity Participation. Pursuant to the Company’s 2000 Stock Incentive Plan, Executive may have previously been granted a specific number of options to purchase shares of the Company’s common stock (the “Options”), with certain vesting schedules and exercise prices, and except as specifically detailed herein, such grants remain in effect and are not affected by this Agreement.

Equity Participation. In connection with Executive’s employment hereunder, Executive shall be entitled to participate in the Company’s equity incentive plan, as in effect from time to time, pursuant to the terms of such plan, an award agreement and such other documents Executive is required to execute pursuant to the terms of such plan (the plan, the award agreement, and such other documents collectively, the “Equity Documents”), in accordance with Company practices for other senior executives. Executive’s equity participation shall be exclusively governed by the terms of the Equity Documents.Without limiting the foregoing: (i) In connection with the initial public offering of the Company, and in lieu of any other long-term incentive otherwise to be granted to Executive in respect of calendar year 2023, the Company will grant to Executive under the Company’s 2023 Equity Incentive Plan (the “2023 Plan”) a one time long-term equity incentive award, which will have a value on the applicable date of grant equal to $14,625,000, as determined by the Board in its sole discretion. The award will be granted in the form of 50% non-qualified stock options (“Options”) and 50% restricted stock units (“RSUs”). The Options and RSUs will vest, subject to Executive’s continuous employment with the Company through each applicable vesting date, over a five (5) year period in five (5) equal annual installments, and shall otherwise be subject to the terms and conditions of the plan and the award agreements evidencing such grants. (ii) With respect to calendar year 2025, and each calendar year during the Term of Employment thereafter, Executive shall be entitled to receive a long-term equity incentive award having a value on the applicable date of grant equal to $2,925,000. Such award will be in the form determined by the Compensation Committee at the time of grant, with service-based and/or performance-based vesting in the same proportion as granted to other senior executives; provided, however, that any service-based vesting will vest no later than annual over a four year period from the applicable grant date, and will otherwise be subject to the Equity Documents. Long-term equity awards described herein are expected to be granted in the first calendar quarter following the applicable year to which they relate, which with regards to the grant in respect of 2025, is expected to be made in the first quarter of 2026.