Common use of Target Options Clause in Contracts

Target Options. (i) Prior to the Effective Time, Target shall cause each of the stock options (“Target Stock Options”) issued pursuant to the Target Benefit Plans listed on Section 4.11(a)(1) of the Target Disclosure Letter to be vested and shall cancel each such Target Stock Option immediately prior to the Effective Time for consideration equal to the excess, if any, of (1) the product of (I) the Per Share Cash Consideration times (II) the number of Target Common Shares issuable upon exercise of such Target Stock Option over (2) the aggregate exercise price of such Target Stock Options, and if such Target Stock Options are not exercised prior to the Effective Time, such options shall terminate as of the Effective Time. (ii) Target shall use its reasonable best efforts to cause its Board of Directors or any committee thereof responsible for the administration of Target’s option plans to take any and all action necessary to effectuate the matters described in this Section 3.4(a) on or before the Effective Time.

Appears in 1 contract

Sources: Merger Agreement (Stone Energy Corp)

Target Options. (i) Prior to the Effective Time, Target shall cause each of the stock options ("Target Stock Options") issued pursuant to the Target Benefit Plans listed on Section 4.11(a)(1) of the Target Disclosure Letter to be vested and shall cancel each such Target Stock Option immediately prior to the Effective Time for consideration equal to the excess, if any, of (1) the product of (I) the Per Share Cash Consideration times (II) the number of Target Common Shares issuable upon exercise of such Target Stock Option over (2) the aggregate exercise price of such Target Stock Options, and if such Target Stock Options are not exercised prior to the Effective Time, such options shall terminate as of the Effective Time. (ii) Target shall use its reasonable best efforts to cause its Board of Directors or any committee thereof responsible for the administration of Target’s option plans to take any and all action necessary to effectuate the matters described in this Section 3.4(a) on or before the Effective Time.

Appears in 1 contract

Sources: Merger Agreement (Energy Partners LTD)

Target Options. (i) Prior to the Effective Time, Target shall cause each of the all stock options ("Target Stock Options") issued pursuant to the Target Benefit Plans listed on Section 4.11(a)(1) of the Target Disclosure Letter Schedule to be vested and shall cancel each cause such holders to exercise such Target Stock Option immediately Options prior to the Effective Time for consideration equal to that number of Target Common Shares equal to the excess, if any, quotient of (X) the difference between (1) the product of (I) the Per Share Cash Consideration $17.00 times (II) the number of Target Common Shares issuable upon exercise of such Target Stock Option over minus (2) the aggregate exercise price of such Target Stock OptionsOption divided by (Y) $17.00, and if such Target Stock Options are not exercised prior to the Effective Time, such options shall terminate as of the Effective Time. (ii) Target shall use its reasonable best efforts to cause its Board of Directors or any committee thereof responsible for the administration of Target’s 's option plans to take any and all action necessary to effectuate the matters described in this Section 3.4(a3.3(a) on or before the Effective Time.

Appears in 1 contract

Sources: Merger Agreement (Plains Exploration & Production Co)