Restricted Stock and Options. Xx. Xxxxxx shall participate in such restricted stock and option plans of the Company as are made available generally to senior executive officers of the Company. Any grants under such plans shall be made by the Board of Directors (or appropriate committee thereof) in its sole discretion and such plans are subject to change during the Term at the sole discretion of the Company.
Restricted Stock and Options. We mutually acknowledge that as of the date hereof you are the holder of 103,795 shares of Ekco Group, Inc. Common Stock, $.01 par value ("Shares") which are subject to Restricted Stock Purchase Agreements (the "Restricted Shares") and rights to purchase up to 797,718 Shares ("Options") pursuant to Stock Option Agreements (the "Option Agreements"). Effective as of the later of the eighth day following your execution of this Agreement and the Separation Date, the Company waives its rights to repurchase the Restricted Shares and waives all restrictions on transfer with respect to such shares other than those imposed by applicable federal and state securities laws. The Company agrees not to exercise any right of repurchase prior to such date. You and the Company agree that all of your Options and rights under the Stock Option Agreements are hereby terminated, except for Options to purchase up to 124,000 Shares pursuant to a Stock Option Agreement dated June 22, 1988 and Options to purchase up to 69,000 Shares pursuant to a Stock Option Agreement dated January 18, 1990 (together, the "Remaining Option Agreements") which shall remain in full force and effect in accordance with their terms and which shall remain exercisable in accordance with their terms until June 4, 1997. Upon execution of this Agreement the Company will issue to you the Performance Units Rights Awards Mr. Robexx Xxxxx Xxxember 4, 1996 Page 5 attached hereto as EXHIBITS 1-5. The Company represents that the grant of the Performance Units Rights Awards to you are exempt purchases pursuant to Rule 16b-3 and agrees to indemnify, defend and hold you harmless from all liabilities (including reasonable attorneys fees) arising out of the breach of this representation. Promptly upon payment of the full purchase price in accordance with the terms of the Remaining Option Agreements, the Company will deliver you the certificates representing such Shares in accordance with the terms of the Remaining Option Agreements. You acknowledge that upon waiver of the right of repurchase you will be deemed to have compensation income for federal income tax purposes equal to the fair market value of the Shares less the purchase price you paid for the Shares, and that the Company is required to withhold no less than 28% of the amount of such income. Further, you acknowledge that upon exercise of the Options you will also be deemed to have income for federal income tax purposes equal to the fair market value of the Shar...
Restricted Stock and Options. (a) The Company shall take such actions as are necessary with respect to any restricted stock agreement between the Company and any employee of the Company to provide that the shares issued to any holder of restricted stock in the Recapitalization shall be issued with regard to, and shall remain subject to, the restrictions set forth in such restricted stock agreement.
Restricted Stock and Options. Executive shall participate in such restricted stock and option plans of the Company as are made available generally to senior executive officers of the Company. Any grants under such plans shall be made by the Board of Directors (or appropriate committee thereof) in its sole discretion and such plans are subject to change during the Term at the sole discretion of the Company.
Restricted Stock and Options. Full vesting of all restricted stock, phantom restricted stock, and stock options and phantom stock options (collectively "Options") with the exercise period being the lesser of three (3) years from the Executive's Termination Date or of the exercise period stated in the Executive's applicable Option or Supplemental Option Agreements, subject to the terms of the agreements governing such Options.
Restricted Stock and Options. Full vesting of all restricted stock, and stock options and phantom stock options (collectively "Options") with the lesser of three (3) years from his Termination Date or ten (10) years from the date the Options were granted in which to exercise his Options pursuant to the terms of the Executive's Option or Supplemental Option Agreements;
Restricted Stock and Options. As soon as reasonably practicable following the execution and delivery of this Agreement, Employer shall, upon and subject to approval of Employer's Board of Directors, obtaining qualification under applicable securities laws and the execution and delivery by Employee of the Restricted Stock Award Agreement attached hereto as Exhibit A (the "Award Agreement"), issue and sell to Executive an aggregate of 300,000 shares (the "Restricted Shares") of Employer's common stock, $0.001 par value per share, at the nominal purchase price of $0.01 per share. The Restricted Shares shall be issued pursuant to Employer's 2006 Stock Incentive Plan (CT), as amended (the "Plan"), and shall be Restricted Stock (as defined in the Plan). The Restricted Shares shall be subject to the terms of the Award Agreement and the Plan. As soon as reasonably practicable following the execution and delivery of this Agreement, Employer shall, upon and subject to approval of Employer's Board of Directors, obtaining qualification under applicable securities laws and the execution and delivery by Employee of the Stock Option Award Agreement attached hereto as Exhibit D (the "Option Agreement"), grant to Executive a stock option (the "Option") to purchase 300,000 shares of Employer's common stock, $0.001 par value per share, at a per share purchase price equal to the closing sales price of Employer's common stock on the Nasdaq Capital Market on the date of grant. Such stock option shall be issued pursuant to the Plan and shall be a Non-Qualified Stock Option (as defined in the Plan). The Option shall be subject to the terms of the Option Agreement and the Plan. In addition, Executive shall be eligible for, in the sole discretion of Employer's Board of Directors, additional grants of restricted stock, stock options or other awards or benefits under the Plan or otherwise.
Restricted Stock and Options. Except as otherwise provided in Section 3(c), vesting of restricted stock and stock options held by Employee will cease on the Separation Date at which time any vested options can be exercised until the earlier of the first anniversary of the Separation Date or the expiration of the option’s term, and all unvested options and restricted stock will be forfeited on the Separation Date. Employee acknowledges that until December 28, 2013, he may not sell any shares of the Company’s common stock that he may acquire upon exercise of the 450,000 options granted to the Employee on December 28, 2011 pursuant to Section 4(a) of the Incentive Stock Option Award Agreement between the Company and the Employee dated as of December 28, 2011.
Restricted Stock and Options. We mutually acknowledge that as of the date hereof you are the holder of 10,022 shares of Ekco Group, Inc. Common Stock, $.01 par value ("Shares") which are subject to Restricted Stock Purchase Agreements (the "Restricted Shares") and Options to purchase 111,437 Shares pursuant to Stock Option Agreements (the "Option Agreements"). Effective as of the later of the eighth day following your execution of this Agreement and the Separation Date, Ekco Group, Inc.: (i) waives its rights to repurchase the Restricted Shares and waives all restrictions on transfer with respect to such shares other than those imposed by applicable federal and state securities laws and (ii) amends each of the Option Agreements to provide that all options which have not been exercised prior to the date hereof shall be exercisable from and after the date hereof and shall remain exercisable until January 3, 1997. Promptly upon payment of the full purchase price in accordance with the terms of such Option Agreements, Ekco will deliver you the certificates representing such Shares in accordance with the terms of the Option Agreements. You acknowledge that upon waiver of the right of repurchase you will be deemed to have compensation income for federal income tax purposes equal to the fair market value of the Shares less the purchase price you paid for the Shares, and that Ekco is required to withhold no less than 28% of the amount of such income. Further, you acknowledge that upon exercise of the Options you will also be deemed to have income for federal income tax purposes equal to the fair market value of the Shares as of the date of exercise, less the purchase price paid upon such exercise, and that similarly Ekco will be required to withhold on such date in accordance with applicable federal regulations. You hereby agree to cooperate with Ekco in such withholding, and to pay to Ekco amounts which are required under applicable federal and state tax laws, and hereby agree that Ekco may set-off from any amount it owes to you, or your affiliates, any amounts which you have not paid to Ekco as so required.
Restricted Stock and Options. 4.1 The Company confirms that it will exercise its discretion having received approval of the Compensation Committee of the Xxxxx Xxxxxxx Company board of directors (on 1 November 2010) under the Restricted Stock Scheme to allow for early vesting on 31 January 2011 of the 34,075 units of the Employee’s granted but unvested restricted stock.
