Common use of Initial Option Grant Clause in Contracts

Initial Option Grant. The Board or the committee of the Board (the "Committee") appointed to administer the Company's stock incentive plan (the "Stock Incentive Plan") shall award the Executive, immediately prior to the initial sales offer with regard to the IPO, an option under the Stock Incentive Plan (the "Option") to purchase shares of the Company's common stock (the "Common Stock") equal to $80,000,000 divided by the exercise price. The exercise price shall be the price at which shares of Common Stock are initially offered to purchasers in the IPO. Subject to accelerated vesting as set forth in this Agreement, the Option shall vest (i) as to one-fifth of the shares of Common Stock subject to the Option on the earlier of (x) the date which is 18 months after the date of the grant or (y) the later of the Distribution or the first anniversary of the Effective Date and (ii) as to one-fifth of the shares of Common Stock subject to the Option on the second anniversary of the Effective Date and each anniversary thereafter (with the last tranche vesting on the day prior to the fifth anniversary of the Effective Date), conditioned upon Executive's continued employment with the Company as of each vesting date. The Option shall be for a term of 10 years and in the event of any termination of employment shall remain exercisable thereafter for two years after such termination, but in no event beyond the stated 10-year term. Notwithstanding any provision to the contrary in this Agreement or in any equity compensation, benefit or other plan or prospectus, there will be no accelerated vesting of the Option upon retirement, resignation or any other event, prior to the Distribution except as provided in (b) below. Following the Distribution, there will be no accelerated vesting of the Option upon the Executive's retirement prior to the third anniversary of the IPO, unless the Option is accelerated as provided in (b) below. Except as provided in this paragraph, the Option shall vest upon the Executive's "retirement" as such term is defined in the Stock Incentive Plan or individual grants thereunder. Vested shares of the Option shall remain exercisable for at least two years after such retirement, but in no event beyond the stated 10-year term. The agreement evidencing the Option shall reflect the provisions of this Section 5(a), including, without limitation, the vesting schedule set forth herein.

Initial Option Grant. The Board or Subject to formal approval by the committee Compensation Committee of the Board Board, at the next meeting of the Compensation Committee held on or following the Commencement Date, the Executive will be granted options (the "Committee") appointed to administer the Company's stock incentive plan (the "Stock Incentive Plan") shall award the Executive, immediately prior to the initial sales offer with regard to the IPO, an option under the Stock Incentive Plan (the "Option"“Initial Option Grant”) to purchase (at a per share exercise price equal to fair market value per share of the Company’s common stock as of the date of grant in accordance with the terms of the 2013 Plan (as defined below)) a number of shares of the Company's ’s common stock equivalent to 2.25% of the Company’s common stock as of the Commencement Date, calculated on a fully-diluted basis (including unallocated shares reserved pursuant to the "Common Stock"2013 Plan, as well as all shares subject to warrants, options and other equity incentive awards that have been issued and are outstanding) equal to $80,000,000 divided by the exercise price(“Fully Diluted Basis”). The exercise price Initial Option Grant shall be the price at which shares of Common Stock are initially offered to purchasers in the IPO. Subject to accelerated vesting as set forth in this Agreement, the Option shall vest (i) as to one-fifth of the shares of Common Stock subject to the terms and conditions established within the Company’s 2013 Equity Compensation Plan (as the same may be amended from time to time) or any successor equity compensation plan as may be in place from time to time (the “2013 Plan”) and separate stock option agreement between the Company and the Executive (the “Initial Stock Option Agreement”). The Initial Stock Option Agreement will provide that, among other things: (A) shares covered by the Initial Option Grant representing 0.4375% of the Company’s common stock as of the Commencement Date, calculated on the earlier a Fully-Diluted Basis, shall be fully vested as of (x) the date which is 18 months after the date of the grant or Initial Option Grant, (yB) shares covered by the later Initial Option Grant representing 1.3125% of the Distribution or Company’s common stock as of the first Commencement Date, calculated on a Fully Diluted Basis (the “Time-Based Interests”), shall vest ratably in equal monthly installments over a three (3) year period, commencing with the one (1) month anniversary of the Effective Commencement Date and continuing on the same day of each calendar month thereafter through and including the thirty-six (ii36) as to one-fifth month anniversary of the Commencement Date; and (B) shares covered by the Initial Option Grant representing 0.5% of Common Stock the Company’s common stock as of the Commencement Date, calculated on a Fully Diluted Basis (the “Performance-Based Interests”), shall vest only upon the achievement of a Performance Event, in each case, subject to the Option on the second anniversary of the Effective Date and each anniversary thereafter (with the last tranche vesting on the day prior to the fifth anniversary of the Effective Date), conditioned upon Executive's ’s continued employment with the Company as of each on the applicable vesting date. The Option shall be for a term of 10 years and in the event of any termination of employment shall remain exercisable thereafter for two years after such termination, but in no event beyond the stated 10-year term. Notwithstanding any provision to the contrary in this Agreement or in any equity compensation, benefit or other plan or prospectus, there will be no accelerated vesting of the Option upon retirement, resignation or any other event, prior to the Distribution except as provided in (b) below. Following the Distribution, there will be no accelerated vesting of the Option upon the Executive's retirement prior to the third anniversary of the IPO, unless the Option is accelerated as provided in (b) below. Except as provided in this paragraph, the Option shall vest upon the Executive's "retirement" as such term is defined in the Stock Incentive Plan or individual grants thereunder. Vested shares of the Option shall remain exercisable for at least two years after such retirement, but in no event beyond the stated 10-year term. The agreement evidencing the Option shall reflect the provisions of this Section 5(a), including, without limitation, the vesting schedule set forth herein.

Initial Option Grant. The Board or the committee As of the Board (Effective Date, the "Committee") appointed to administer the Company's stock incentive plan (the "Stock Incentive Plan") Compensation Committee shall award the Executive, immediately prior grant to the initial sales offer with regard to the IPO, an Executive a ten-year nonqualified option under the Stock Incentive Plan (the "Option") to purchase 3,500,000 shares of the Company's common stock (the "Common Company Stock") . The Option shall have a per share exercise price equal to $80,000,000 divided by the exercise price. The exercise closing price shall be of the price at which shares of Common Company Stock are initially offered to purchasers in on the IPONew York Stock Exchange on the date hereof. Subject to accelerated vesting as set forth in this Agreementthe provisions hereof, the Option shall vest (i) as and become fully exercisable with respect to one-fifth 20% of the shares of Common Stock subject to the Option thereto on the earlier of (x) the date which is 18 months after the date each of the grant or (y) the later of the Distribution or the first anniversary of the Effective Date and (ii) as to one-fifth of the shares of Common Stock subject to the Option on the second anniversary of the Effective Date and each anniversary thereafter (with the last tranche vesting on the day prior to the fifth anniversary five anniversaries of the Effective Date), conditioned upon Executive's continued employment with the Company as of each vesting date. The Option shall be for a term of 10 years and in the event of any termination of employment shall remain exercisable thereafter for two years after such termination, but in no event beyond the stated 10-year term. Notwithstanding any provision to the contrary in this Agreement or in any equity compensation, benefit or other plan or prospectus, there will be no accelerated vesting of the Option upon retirement, resignation or any other event, prior to the Distribution except as provided in (b) below. Following the Distribution, there will be no accelerated vesting of the Option upon the Executive's retirement prior to the third anniversary of the IPO, unless the Option is accelerated as provided in (b) below. Except as provided in this paragraphforegoing, the Option shall vest upon will become fully vested and exercisable if, during the Executive's Term, there occurs a "retirementChange of Control" of the Company (as such term is defined in the Stock Incentive Plan Company's 1997 Equity Compensation Plan, hereinafter, a "Change of Control"), the Executive dies, becomes Disabled (as hereinafter defined), is terminated by the Company without Cause or individual grants thereunderthe Executive voluntary resigns either for Good Reason (as hereinafter defined) or with the approval of the Board. Vested shares In the event of a termination of the Executive's employment by the Company for Cause, any unexercised portion of the Option (whether or not otherwise exercisable) shall immediately terminate. In the event of a termination of the Executive's employment by the Executive without Good Reason which is not approved by the Board, (A) the unvested portion of the Option shall immediately terminate, and (B) the vested portion of the Option shall remain exercisable for at least two five (5) years after such retirementfollowing the Date of Termination (as hereinafter defined). In the event of a termination of the Executive's employment by the Company without Cause or by the Executive which is either (x) for Good Reason or (y) approved by the Board, but the Option shall remain exercisable for the remainder of its ten year term. In the event of a termination of the Executive's employment on account of the Executive's death or Disability, the Option shall remain exercisable for one year following the Date of Termination. Notwithstanding anything herein to the contrary, in no event beyond will the stated 10-year termOption be exercisable following the tenth anniversary of the Effective Date. As promptly as practicable after the Effective Date, the Company shall, at its expense, cause the Company Stock subject to the Option to be registered under the Securities Act of 1933, as amended (the "Securities Act"), and registered or qualified under applicable state law, to be freely resold. The agreement evidencing Company shall thereafter use its best efforts to maintain the effectiveness of such registration and qualification for so long as the Executive holds the Option (or any portion thereof) or any of the Company Stock acquired pursuant thereto, or until such earlier date as such Company Stock may otherwise be freely sold under United States law. The terms of the Option shall reflect the provisions of this Section 5(a), including, without limitation, the vesting schedule be set forth hereinin, and governed by, an option agreement, substantially in the form of Exhibit A hereto.

Initial Option Grant. The Board or the committee As of the Board (date on which the "Committee") appointed to administer Effective Time occurs, the Company's stock incentive plan (the "Stock Incentive Plan") Compensation Committee shall award the Executive, immediately prior grant to the initial sales offer with regard to the IPO, an Executive a ten-year nonqualified option under the Stock Incentive Plan (the "Option") to purchase 250,000 shares of the Company's common stock of the Company (the "Common Company Stock") pursuant to the NetBank Inc. 1996 Stock Incentive Plan. The Option shall have a per share exercise price equal to $80,000,000 divided by the exercise price. The exercise closing price shall be of the price at Company Stock on the New York Stock Exchange on the date on which shares of Common Stock are initially offered to purchasers in the IPOEffective Time occurs. Subject to accelerated vesting as set forth in this Agreementthe provisions hereof, the Option shall vest (i) as and become fully exercisable with respect to one-fifth 20% of the shares of Common Stock subject to the Option thereto on the earlier of (x) the date which is 18 months after the date of the grant or (y) the later of the Distribution or the first anniversary of the Effective Date and (ii) as with respect to one-fifth an additional 20% of the shares subject thereto on each of Common Stock subject to the Option subsequent four anniversaries of the date of grant, provided the Executive remains employed by the Company on the second anniversary of the Effective Date and each anniversary thereafter (with the last tranche vesting on the day prior to the fifth anniversary of the Effective Date), conditioned upon Executive's continued employment with the Company as of each applicable vesting date. The Notwithstanding the foregoing, the Option shall be will become fully vested and exercisable if, during the Term, there occurs a change in control of the Company (as defined in Annex B hereto), the Executive dies, becomes Disabled (as hereinafter defined), is terminated by the Company without Cause or the Executive voluntary resigns either for a term Good Reason (as hereinafter defined) or with the approval of 10 years and in the Board. In the event of any a termination of the Executive's employment shall remain exercisable thereafter by the Company for two years after such terminationCause, but in no event beyond the stated 10-year term. Notwithstanding any provision to the contrary in this Agreement or in any equity compensation, benefit or other plan or prospectus, there will be no accelerated vesting unexercised portion of the Option upon retirement(whether or not otherwise exercisable) shall immediately terminate. In the event of a termination of the Executive's employment by the Executive without Good Reason which is not approved by the Board, resignation or any other event, prior to (A) the Distribution except as provided in (b) below. Following the Distribution, there will be no accelerated vesting unvested portion of the Option upon shall immediately terminate, and (B) the Executive's retirement prior to the third anniversary of the IPO, unless the Option is accelerated as provided in (b) below. Except as provided in this paragraph, the Option shall vest upon the Executive's "retirement" as such term is defined in the Stock Incentive Plan or individual grants thereunder. Vested shares vested portion of the Option shall remain exercisable for at least two years after such retirement90 days following the Date of Termination (as hereinafter defined). In the event of a termination of the Executive's employment by the Company without Cause or by the Executive which is either (x) for Good Reason or (y) approved by the Board, but the Option shall remain exercisable for the remainder of its ten year term. In the event of a termination of the Executive's employment on account of the Executive's death or Disability, the Option shall remain exercisable for one year following the Date of Termination. Notwithstanding anything herein to the contrary, in no event beyond will the stated 10-year termOption be exercisable following the tenth anniversary of the Effective Date. The agreement evidencing Company shall, at its expense, cause the Company Stock subject to the Option to be registered under the Securities Act of 1933, as amended (the "Securities Act"), and registered or qualified under applicable state law, to be freely resold. The Company shall reflect thereafter use its best efforts to maintain the effectiveness of such registration and qualification for so long as the Executive holds the Option (or any portion thereof) or any of the Company Stock acquired pursuant thereto. The Option shall be governed by an option agreement, the terms of which shall be consistent with the provisions of this Section 5(a), including, without limitation, 3(d) and which is otherwise acceptable to the vesting schedule set forth hereinExecutive and the Company.

Initial Option Grant. The Board or the committee As of the Board Closing Date (as defined in the Pinnacle Gas Resources, Inc. Preferred Stock and Common Stock Contribution and Subscription Agreement, dated as of June 23, 2003 (the "CommitteeContribution Agreement") appointed by and among the Company, CCBM, Inc., a Delaware corporation, Rocky Mountain Gas, Inc., a Wyoming corporation and each of the CSFB Parties (as defined therein)), the Executive shall be granted an option (the "Initial Option") to administer purchase 3,300 shares of the Company's stock incentive plan Common Stock (the "Option Shares"). The Initial Option may be exercised with respect to 20% of the Option Shares following the first anniversary of the Closing Date; with respect to an additional 30% of the Option Shares following the second anniversary of the Closing Date and with respect to all Option Shares following the third anniversary of the Closing Date, provided that as of each such anniversary the Executive remains in continuous employment with the Company. The exercise price of the Initial Option will be $100.00 per share, and the Initial Option shall have a term of 7 years. As a condition of his receipt of the Initial Option, the Executive will be required to become a party to the Pinnacle Gas Resources, Inc. Securityholders Agreement, dated June 23, 2003 (the "Securityholders Agreement"). The Initial Option shall be subject to (A) an employee stock option plan to be adopted by the Company ("Stock Incentive Plan"), (B) shall the Company's customary stock option award document containing terms consistent with the Executiveforegoing and (C) such other terms, immediately prior consistent with the foregoing, to be established by the initial sales offer with regard to the IPO, an option under the administrative committee of such Stock Incentive Plan Plan. In addition, upon the funding of each Subsequent CSFB Contribution by the CSFB Parties, as provided in Section 2.5(a) of the Contribution Agreement, the Executive shall be granted an additional option (the each an "Additional Option") to purchase shares an number of the Company's common stock (the "Common Stock") equal to $80,000,000 divided by the exercise price. The exercise price shall be the price at which shares of Common Stock are initially offered equal to purchasers in the IPO. Subject to accelerated vesting as set forth in this Agreement, the Option shall vest product of (i) as to one-fifth amount of the Subsequent CSFB Contribution and (ii) .0001 (such product to be rounded to the nearest number of whole shares), up to a maximum of 1,200 shares of Common Stock in the aggregate for all Additional Options granted pursuant to this provision. Each Additional Caption shall have an exercise price of $100.00 per share, and will be subject to the an exercise schedule, term and other conditions as if such Additional Option had been granted on the earlier of (x) same date as the date which is 18 months after the date of the grant or (y) the later of the Distribution or the first anniversary of the Effective Date and (ii) as to one-fifth of the shares of Common Stock subject to the Option on the second anniversary of the Effective Date and each anniversary thereafter (with the last tranche vesting on the day prior to the fifth anniversary of the Effective Date), conditioned upon Executive's continued employment with the Company as of each vesting dateInitial Option. The Option terms "Common Stock," "Subsequent CSFB Contribution" and "CSFB Parties" shall be for a term of 10 years and have the meanings ascribed to such terms in the event of any termination of employment shall remain exercisable thereafter for two years after such termination, but in no event beyond the stated 10-year term. Notwithstanding any provision to the contrary in this Agreement or in any equity compensation, benefit or other plan or prospectus, there will be no accelerated vesting of the Option upon retirement, resignation or any other event, prior to the Distribution except as provided in (b) below. Following the Distribution, there will be no accelerated vesting of the Option upon the Executive's retirement prior to the third anniversary of the IPO, unless the Option is accelerated as provided in (b) below. Except as provided in this paragraph, the Option shall vest upon the Executive's "retirement" as such term is defined in the Stock Incentive Plan or individual grants thereunder. Vested shares of the Option shall remain exercisable for at least two years after such retirement, but in no event beyond the stated 10-year term. The agreement evidencing the Option shall reflect the provisions of this Section 5(a), including, without limitation, the vesting schedule set forth hereinContribution Agreement.