Option and Restricted Stock Accelerated Vesting. One hundred percent (100%) of the unvested portion of any outstanding stock option or restricted stock held by the Employee shall automatically be accelerated in full so as to become completely vested and all such outstanding stock options shall be exercisable for a period of one year after such termination.
Option and Restricted Stock Accelerated Vesting. In the event the Executive is entitled to severance benefits pursuant to subsection 4(a)(i), the unvested portion of any stock option or restricted stock held by, or for the benefit of, the Executive shall automatically be accelerated in full so as to become completely vested and/or unrestricted.
Option and Restricted Stock Accelerated Vesting. One Hundred percent (100%) of the unvested portion of any stock option or restricted stock held by the Employee shall automatically be accelerated in full so as to become completely vested; provided, however, that if such potential vesting acceleration would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Company's independent public accountants (the "Accountants") prior to the Change of Control, Employee's stock options and restricted stock shall not have their vesting so accelerated.
Option and Restricted Stock Accelerated Vesting. In the event of a ----------------------------------------------- Change of Control that occurs while Affiliate is employed by the Company, one hundred percent (100%) of the unvested portion of any stock option or restricted stock held by the Affiliate shall automatically be accelerated and any repurchase option applicable thereto shall terminate so as to become completely vested for such shares. Notwithstanding the foregoing, if such vesting acceleration would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Company's independent public accountants (the "ACCOUNTANTS") prior to the Change of Control, Affiliate's stock options and restricted stock shall not have their vesting so accelerated.
Option and Restricted Stock Accelerated Vesting. In the event that ----------------------------------------------- Affiliate's employment with the Company is involuntarily terminated without cause within twelve (12) months following a Change of Control that occurs while Affiliate is employed by the Company, an additional twelve (12) months of the unvested portion of any stock option or restricted stock held by the Affiliate as of the date of his or her termination shall automatically be accelerated and a similar proportion of any repurchase option applicable thereto shall lapse accordingly. For purposes of this paragraph, "cause" shall mean Affiliate's gross negligence or willful misconduct where such gross negligence or willful misconduct has resulted or is likely to result in substantial and material damage to the Company or its subsidiaries. Notwithstanding the foregoing, if such vesting acceleration would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Company's independent public accountants (the "ACCOUNTANTS") prior to the Change of Control, Affiliate's stock options and restricted stock shall not have their vesting so accelerated.
Option and Restricted Stock Accelerated Vesting. In the event of a Change of Control that occurs while Employee is employed by the Company, fifty percent (50%) of the unvested portion of any stock option or restricted stock held by the Employee shall automatically be accelerated and any repurchase option applicable to restricted stock shall terminate so as to become completely vested for such shares. The balance of any unvested shares not accelerated (the "Remaining Shares") shall continue to vest on the same time schedule as existed before the Change of Control with respect to such Remaining Shares. Notwithstanding the foregoing, if such vesting acceleration would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Company's independent public accountants (the "ACCOUNTANTS") prior to the Change of Control, Employee's stock options and restricted stock shall not have their vesting so accelerated.
Option and Restricted Stock Accelerated Vesting. (i) In the event of a Change of Control that occurs while Employee is employed by the Company, the unvested portion of any stock option and any restricted stock held by the Employee shall automatically be accelerated as to a number of shares which equals the lesser of (x) 12/48ths of the initial number of shares subject to the option as well as the repurchase option, as applicable, or (ii) a number of shares such that following such acceleration, 6/48ths of the number of shares initially subject to such option and repurchase option, as applicable, shall remain unvested and subject to such repurchase option, as applicable. Any unvested shares following such acceleration shall continue to vest in accordance with the terms of the agreement under which the option was initially granted and the restricted stock initially sold. For example, if a Change of Control occurred nineteen months prior to the end of the vesting period of an option initially granted for 100,000 shares which vested over four years, upon the occurrence of the Change of Control, 12/48ths of the 100,000 shares would immediately become vested and the final 7/48ths of the 100,000 shares would continue to vest as to 1/48th of the 100,000 shares each month thereafter as provided in the initial option agreement. Similarly, if the Change of Control occurred eleven months prior to the date upon which such option would have been fully vested, only 5/48ths of the shares would become vested and 6/48ths of the shares would continue to vest at the rate of 1/48th of the shares each month thereafter. If the Change of Control occurred four months prior to the date that such option would have been fully vested, no adjustment to the vesting schedule shall occur and the option shall continue to vest over the remaining four months. A comparable adjustment shall be made with respect to the repurchase option applicable to any restricted stock held by Employee. If Employee has one or more options and/or one or more restricted stock purchases, a comparable analysis shall be applied to each separate agreement under which an option was granted or restricted stock was sold.
Option and Restricted Stock Accelerated Vesting. In the event of a Change of Control that occurs while Employee is employed by the Company, the unvested portion of any stock option or restricted stock held by the Employee shall automatically be accelerated in full and any repurchase option applicable to restricted stock shall terminate in full so as to become completely vested; provided that vesting under the 100,000 share option granted May 8, 1996 under which vesting is accelerated based upon achieving more than 100% of the 1997 Revenue Plan (as defined therein) as well as release of the repurchase option with respect to 60,000 shares pursuant to Section 3(a)(ii)(x) of the Restricted Stock Purchase Agreement dated April 15, 1996 between Employee and the Company shall be accelerated or released only pursuant hereto only if the Change of Control occurs on or after April 1, 1997 and shall only be accelerated or released only to the extent of the number of Revenue Shares calculated under Section 1(ii) of such Stock Option Agreement and Section 3(a)(ii)(x) of the Restricted Stock Purchase Agreement respectively. Notwithstanding the foregoing, if such vesting acceleration would cause a contemplated Change of Control transaction that was intended to be accounted for as a "pooling-of-interests" transaction to become ineligible for such accounting treatment under generally accepted accounting principles, as determined by the Company's independent public accountants (the "ACCOUNTANTS") prior to the Change of Control, Employee's stock options and restricted stock shall not have their vesting so accelerated.
Option and Restricted Stock Accelerated Vesting. One hundred percent (100%) of the unvested portion of any outstanding stock option or restricted stock held by the Consultant shall automatically be accelerated in full so as to become completely vested and all such outstanding stock options shall become exercisable for a period equal to the greater of (i) December 31 of the year in which the stock option would otherwise terminate, or (ii) two and one-half months after the stock option would otherwise terminate (or such greater period as is provided for in such stock option agreements), but in no event longer than the original maximum term of the stock options.
Option and Restricted Stock Accelerated Vesting. In the event ----------------------------------------------- the Executive is entitled to severance benefits pursuant to subsection 5(a)(i), the unvested portion of any Company stock option or restricted stock held by the Executive shall automatically be accelerated in full so as to become completely vested.
