Special Options Sample Clauses
The 'Special Options' clause defines additional rights or choices that one or both parties may exercise under the agreement, beyond the standard terms. This clause may allow for actions such as extending deadlines, purchasing extra services, or modifying certain obligations if specific conditions are met. Its core practical function is to provide flexibility and address unique circumstances that may arise, ensuring the contract can adapt to the parties' particular needs or unforeseen events.
Special Options. When, and if, Oakland offers to all its employees special programs such as pre-tax reimbursement accounts or long-term care insurance, faculty members shall be eligible to participate at their own expense.
Special Options. As of the date of this Agreement, the Company will grant to the Executive, as an incentive for his entering into this Agreement, an option to purchase 500,000 shares of the Company's common stock with an option price equal to $30.38 per share, the fair market value of the Company's common stock on the date of this Agreement (the "First Option"). The First Option shall vest (a) as to 250,000 shares on the earlier of (i) February 26, 2003 or (ii) the first day after the closing price of the Company's common stock (adjusted for any capital changes) has averaged $48 or higher over twenty consecutive trading days, and (b) as to the remaining 250,000 shares on February 26, 2003. On the date described in clause (a)(ii) of the preceding sentence, if earlier than February 26, 2003, the Company will grant to the Executive an option to purchase 250,000 shares with an option price equal to $48.00 per share (the "Second Option") The Second Option shall vest (c) as to 125,000 shares on the earlier of (i) February 26, 2003, or (ii) the first day after the closing price of the Company's common stock (adjusted for any capital changes) has averaged $64 or higher over twenty consecutive trading days, and (d) as to the remaining 125,000 shares on February 26, 2003. On the date described in clause (c)(ii) of the preceding sentence, if earlier than February 26, 2003, the Company will grant to the Executive an option to purchase 125,000 shares with an option price equal to $64.00 per share (the "Third Option"). The Third Option shall vest as to all its shares on February 26, 2003. Except as provided in Section 7, if the Executive's employment with the Company is terminated at any time prior to any vesting date, the unvested portions of First, Second and Third Options shall lapse without vesting. All share numbers and prices shall be adjusted for capital changes.
Special Options. To the extent not exercised, all of the Special Options shall terminate and be canceled on the earliest of (x) the 61st day following the date, if any, a Notice of Exercise is delivered to the Grantee, (y) the applicable Normal Termination Date and (z) subject to the rights of the Company and the CD&R Fund to purchase the Special Options under Section 5(c) hereof, the date of any termination of the Grantee's employment with the Company and any Subsidiary that employs the Grantee.
Special Options. The Special Options shall be fully vested at all times. The Special Options shall be exercisable solely during the 60 day period following the earlier of (x) the date, if any, that the Company delivers a Notice of Exercise to the Grantee and (y) the fifth anniversary of the Grant Date. The Company will deliver a Notice of Exercise to the Grantee (a) upon receipt by the Company of a valuation of the Common Stock of the Company provided by an independent valuation firm chosen by the Executive Committee which indicates that the fair market value per share of Common Stock is equal to or in excess of $100 per share and (b) concurrently with the offer
Special Options. Any amounts paid by RESIDENT for special options shall not be refunded, nor shall the amount paid for the special options be considered as part of the Accommodation Fee for purposes of calculating any refund.
Special Options. Effective as of the Commencement Date, and contingent upon the execution of this Agreement by the Executive, the Company shall grant the Executive options (the "SPECIAL OPTIONS") to purchase one million (1,000,000) shares of Common Stock. The Special Options shall, to the maximum extent possible, be granted under the Plan. The Special Options shall be governed by the terms and conditions of the Non-Qualified Stock Option Agreement of Nextera Enterprises, Inc. (Special Option), the form of which is attached hereto as Exhibit C (the "SPECIAL OPTION AGREEMENT"), and the Plan. The exercise price (the "EXERCISE PRICE") per share of Common Stock covered by the Special Options shall be equal to the Fair Market Value (as defined in the Plan) of a share of the Common Stock on the date of grant. The Special Options shall vest and become exercisable on the fifth anniversary of the Commencement Date; provided, however, that the Special Options shall vest and become exercisable in full for the balance of their original ten-year term on the third anniversary of the Commencement Date if (i) Executive is still employed by the Company on the third anniversary of the Commencement Date and (ii) either (x) the average of the closing prices or last sales prices of the Common Stock over the last 180 days of the third year following the Commencement Date is at least $10 per share (as appropriately adjusted for any stock splits, stock dividends, reclassifications, or similar events), or (y) the Company's net income after tax is equal to or greater than $12,000,000 (excluding one-time charges) during any period of twelve consecutive months during the three (3) year period commencing on the Commencement Date, subject to further acceleration of vesting and exercisability as described in the Special Option
Special Options. If the aggregate Equity Securities held by Main Access will represent over fifty percent (50%), on a fully-diluted basis, of the Company’s voting power after Main Access fully exercises its rights of first refusal and/or the Over-allotment Rights in this Section 2.2, to avoid constituting a Deemed Liquidation Event, Main Access is entitled to any or all of the following options so that in the event Main Access fully exercises its rights of first refusal and/or the Over-allotment Rights in this Section 2.2, Main Access will hold a maximum of 50% of the Equity Securities after exercising the following options:
(a) Assigning its rights to all or part of its Pro Rata Shares and/or Shares under the Over-allotment Rights in Section 2.2(ii) in its sole discretion, to other shareholders and/or the Key Employees (as defined in Purchase Agreement) and/or the successor of the Key Employees; or
Special Options. If the aggregate Equity Securities held by Main Access will represent over fifty percent (50%), on a fully-diluted basis, of the Company’s voting power after Main Access fully exercises its rights of first refusal and/or the Over-allotment Rights in this Section 2.2, to avoid constituting a Deemed Liquidation Event, Main Access is entitled to any or all of the following options so that in the event Main Access fully exercises its rights of first refusal and/or the Over-allotment Rights in this Section 2.2, Main Access will hold a maximum of 50% of the Equity Securities after exercising the following options:
(a) Assigning its rights to all or part of its Pro Rata Shares and/or Shares under the Over-allotment Rights in Section 2.2(ii) in its sole discretion, to other shareholders and/or the Key Employees (as defined in Purchase Agreement) and/or the successor of the Key Employees; or
(b) Requesting the Company to repurchase all or part of Pro Rata Shares and/or Shares under the Over-allotment Rights to which Main Access is entitled under Section 2.2(ii), provided that the Company has sufficient funds. Only if any of Main Access’s Pro Rata Shares and/or Shares under the Over-allotment Rights remains available after Main Access exercises its (a) and/or (b) options above, Preferred Shares Investors can exercise its Over-allotment Rights to purchase such Main Access’s Pro Rata Shares and/or Shares in Section 2.2(ii).