Term of Option. The Option shall terminate years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within the originally prescribed term of the Option, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (AMEDICA Corp), Non Qualified Stock Option Agreement (AMEDICA Corp)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” Cause (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Alphatec Holdings, Inc.), Non Qualified Stock Option Agreement (Alphatec Holdings, Inc.)
Term of Option. The Option shall terminate ten (10) years from the -------------- date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”such termination, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Alloy Online Inc), Non Qualified Stock Option Agreement (Alloy Online Inc)
Term of Option. The This Option shall terminate ten years from the date of this AgreementAgreement (the “Option Expiration Date”), but shall be subject to earlier termination as provided herein or in the Planherein. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Participant, or termination of the Participant for Cause (the “cause” (as defined in the PlanTermination Date”), the Option to the extent vested and exercisable pursuant to Section 3 hereof, and not previously terminated in accordance with this Agreement, may be exercisedexercised within three months after the Termination Date, if it has not previously terminatedor on or prior to the Option Expiration Date, within the originally prescribed term of the Optionwhichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the unvested portion of the Option as of the Termination Date shall not be exercisable only to and shall expire and be cancelled on the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyTermination Date. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyTermination Date, the Participant or the Participant’s Survivors may continue to exercise the OptionOption to the extent vested and exercisable pursuant to Section 3 hereof, within one year after the Termination Date, but in no event after the date of expiration of the term of the OptionOption Expiration Date. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option even if vested shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company Administrator determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the term originally prescribed by Participant’s termination of service due to Disability or, if earlier, on or prior to the OptionOption Expiration Date. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (BG Medicine, Inc.), Non Qualified Stock Option Agreement (BG Medicine, Inc.)
Term of Option. The This Option shall terminate six years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)”, the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)”, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Executive Non Qualified Stock Option Agreement (Enernoc Inc), Executive Non Qualified Stock Option Agreement (Enernoc Inc)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Planherein. If the Participant ceases to be an employee, director or consultant of the Company or any parent or subsidiary, direct or indirect, of the Company (an Affiliate “Affiliate”) (for any reason other than the death or Disability permanent and total disability as defined in Section 22(e)(3) of the United States Internal Revenue Code of 1986, as amended (the “Code”) of the Participant (a “Disability”) or termination of the Participant for “cause” (as defined in the PlanParticipant’s Severance Agreement), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee or consultant of the Company or of an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the deceased Participant’s Survivors legal representatives and/or any person or persons who acquired the Participant’s rights to the Option by will or by the laws of descent and distribution (the “Participant’s Survivors”) may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or by an Affiliate for “cause” (as defined in the PlanParticipant’s Severance Agreement), the Participant’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” ”, then the Participant shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Synta Pharmaceuticals Corp), Non Qualified Stock Option Agreement (Synta Pharmaceuticals Corp)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” Cause (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” Cause (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Non Qualified Stock Option Agreement (Immunogen Inc), Non Qualified Stock Option Agreement (Immunogen Inc)
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” (" as defined in the Plan), the Option may be exercisedexercised within ninety (90) days after the date the Participant ceases to be an employee, if it has not previously terminateddirector or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option right to purchase Shares under this Agreement or the Plan has become exercisable accrued and is in effect at the date of such cessation of employment, directorship consultancy or consultancydirectorship. Notwithstanding The provisions of this paragraph shall apply if the foregoingParticipant subsequently becomes disabled or dies after ceasing to be an employee, consultant or director, provided, however, in the event case of the Participant’s Disability 's death within three (3) months after ceasing to be an employee, consultant or death following the termination of employment, directorship or consultancydirector, the Participant or Option may be exercised by the Participant’s 's Survivors may continue to exercise within one (1) year after the Option, date of the Participant's death but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”forthwith, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination's termination as an employee, director or consultant but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” ", then the Participant shall immediately forthwith cease to have any right to exercise the Option and this Option shall thereupon terminateOption. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the date of such Disability or, if earlier, the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 2 contracts
Samples: Stock Option Agreement (A C Moore Arts & Crafts Inc), Stock Option Agreement (A C Moore Arts & Crafts Inc)
Term of Option. The This Option shall terminate five years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)”, the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)”, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this the original Option grant under the MGI 2003 Plan, as set forth in the Notice of Grant of Stock Option and Option Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (Cause as defined in the Plan), the Option may be exercised, if it has not previously terminated, within the originally prescribed term of the Option, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Myriad Pharmaceuticals, Inc.)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Invivo Therapeutics Holdings Corp.)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” Cause (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Alphatec Holdings, Inc.)
Term of Option. The Option shall terminate ten (10) years from the Effective Date or, if the Employee owns as of the date hereof more than 10% of the total combined voting power of all classes of capital stock of the Company or an Affiliate, five (5) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability (as defined in the Employment Agreement, dated November [ ], 2011, between the Company and the Participant (the “Employment Agreement”) of the Participant or termination of the Participant for “cause” Cause (as defined in the PlanEmployment Agreement)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate for “cause” Cause (as defined in the PlanEmployment Agreement), the Participant’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy employment is terminated for “cause”Cause, and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Stemline Therapeutics Inc)
Term of Option. The Option shall terminate ten (10) years from the date of this AgreementEffective Date, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Stemline Therapeutics Inc)
Term of Option. The Option shall terminate five years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Aristotle Corp)
Term of Option. The Option shall terminate seven years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Majesco Entertainment Co)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy 's service is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (National Datacomputer Inc)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan”), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)”, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, a director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of by the Participant Company for “causeCause” (as defined in the Planbelow)), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be a director of the Company or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancydirectorship. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employmentdirectorship, directorship or consultancy, the Participant or the Participant’s Survivors legal representatives and/or any person or persons who acquired the Participant’s rights to the Option by will or by the laws of descent and distribution may continue to exercise the OptionOption within one (1) year after the date of the Participant’s death, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”forthwith, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, termination as a director but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately forthwith cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the date of such Disability or, if earlier, the term originally prescribed by the Option. In such event, the Option shall be exercisable:exercisable to the extent exercisable but not exercised as of the date of Disability. In the event of the death of the Participant while a director of the Company, the Option shall be exercisable by the Participant’s Survivors. In such event, the Option must be exercised, if at all, within one (1) year after the date of death of the Participant or, if earlier, within the originally prescribed term of the Option. In such event, the Option shall be exercisable to the extent exercisable but not exercised as of the date of death.
Appears in 1 contract
Samples: Director Stock Option Agreement (Ibis Technology Corp)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, a director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)Cause, the Option may be exercised, if it has not previously terminated, within three years after the date the Participant ceases to be a director of the Company, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only as to Shares which have vested as of the date of termination of service in accordance with the schedule set forth in Section 3 above and not as to unvested Shares and only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Optionservice as a director. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within three years after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Archemix Corp.)
Term of Option. The This Option shall terminate years from on the tenth anniversary of the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employeeEmployee, director or consultant Consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Participant, or termination of the Participant for Cause (the “cause” (as defined in the PlanTermination Date”), the Option to the extent then vested and exercisable pursuant to Section 3 hereof as of the Termination Date, and not previously terminated in accordance with this Agreement, may be exercisedexercised within three months after the Termination Date, if it has not previously terminatedor on or prior to the expiration date set forth in the first paragraph of this Section 4 above, within the originally prescribed term of the Optionwhichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the unvested portion of the Option shall not be exercisable only to and shall expire and be cancelled on the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the OptionTermination Date. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option even if vested shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company Administrator determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Participant’s termination of service due to Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the term originally prescribed by Participant’s termination of service due to Disability or, if earlier, on or prior to the Optionexpiration date set forth in the first paragraph above of this Section 4 above. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Interleukin Genetics Inc)
Term of Option. The Option shall terminate ten (10) years from the date of this AgreementEffective Date, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of by the Participant Participant’s employer for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship consultancy or consultancydirectorship. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant Participant’s legal representatives and/or any person or persons who acquired the Participant’s Survivors rights to the Option by will or by the laws of descent and distribution may continue to exercise the OptionOption within one (1) year after the date of the Participant’s death, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”forthwith, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s terminationtermination as an employee, director or consultant but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately forthwith cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the date of such Disability or, if earlier, the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Paratek Pharmaceuticals Inc)
Term of Option. The Option shall terminate six (6) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the PlanPlan or the LTIP; provided, however that termination or expiration of the Plan or the LTIP shall not affect the Option or the rights of the Participant under this Agreement. If the Participant ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the PlanLTIP), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate for “cause” (as defined in the PlanLTIP), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”such termination, and this Option shall thereupon terminateterminate and the Company shall be entitled to recover from the Participant any and all Shares which were previously acquired through exercise of this Option. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors Administrator of the Company Plan determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminateterminate and the Company shall be entitled to recover from the Participant any and all Shares which were previously acquired through exercise of this Option. In the event of the Disability of the ParticipantParticipant while an employee of the Company or an Affiliate, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Participant’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement or, if the Employee owns as of the date hereof more than 10% of the total combined voting power of all classes of capital stock of the Company or an Affiliate, five years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Employee or termination of the Participant Employee’s employment for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Employee ceases to be an employee of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the ParticipantEmployee’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant Employee or the ParticipantEmployee’s Survivors may continue to exercise the OptionOption within one year after the date of the Employee’s termination of employment, but in no event after the date of expiration of the term of the Option. In the event the ParticipantEmployee’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate Employee’s employer for “cause” (as defined in the Plan), the ParticipantEmployee’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant Employee is notified his or her employment, directorship or consultancy employment is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantEmployee’s terminationtermination as an employee, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the ParticipantEmployee’s termination, the Participant Employee engaged in conduct which would constitute “cause,” then the Participant Employee shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the ParticipantEmployee, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Employee’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Myriad Genetics Inc)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director employee or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee or consultant of the Company or of an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy 's service is terminated by the Company or by an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " (as defined in the Plan), then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Scientific Advisory Board Agreement (Invivo Therapeutics Holdings Corp.)
Term of Option. The Option shall terminate ten (10) years from the date of this Agreementthe original Option grant under the MGI 2002 Plan, as set forth in the Notice of Grant of Stock Option and Option Agreement or, if the Employee owns as of the date hereof more than 10% of the total combined voting power of all classes of capital stock of the Company or an Affiliate, five (5) years from the date of the Option grant, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of by the Participant Employee’s employer for “cause” (as defined in the Planbelow), the Option may be exercisedexercised within ninety (90) days after the date the Employee ceases to be an employee of the Company or an Affiliate, if it has not previously terminated, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option right to purchase Shares under this Agreement or the Plan has become exercisable accrued and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event the ParticipantEmployee’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate for “cause,” (as defined in the Plan), the ParticipantEmployee’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”forthwith, and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantEmployee’s terminationtermination as an employee, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the ParticipantEmployee’s termination, the Participant Employee engaged in conduct which would constitute “cause,” then the Participant Employee shall immediately forthwith cease to have any right to exercise the Option Option, and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within the term originally prescribed by the Option. In such event, the Option shall be exercisable:.
Appears in 1 contract
Samples: Incentive Stock Option Agreement (Myriad Pharmaceuticals, Inc.)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director employee or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee or consultant of the Company or of an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or by an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” (as defined in the Plan), then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Madrigal Pharmaceuticals, Inc.
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, Agreement but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Employee or termination of the Participant for “"cause” (" as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three (3) months after the originally prescribed term of date the OptionEmployee ceases to be an employee, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option right to purchase Shares under this Agreement has become exercisable accrued and is in effect at as of the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event that the Participant’s employment, directorship or consultancy Employee's employment is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), or, if subsequent to the Participant’s termination of the Employee's employment but prior to the exercise of the Option it is determined that either prior or subsequent to such termination the Employee engaged in conduct which would constitute "cause" for the termination of the Employee's employment (such determination to be made in accordance with Article 10 of the Plan), the Employee's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employmentforthwith, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event that the Employee's employment is terminated for any reason other than death or Disability or for "cause", and the Employee subsequently becomes Disabled or dies, the first paragraph of this Section 4 shall control and fix the rights of the Employee, and nothing hereinafter set forth in this Section 4 (except the following provision) shall extend the period of exercisability of the Option; provided, however, in the case of the Employee's death within the period allowed for exercise, the Employee's Survivors may exercise the Option to the extent permitted by the first paragraph of this Section 4 within, but only within, six (6) months after the date of Employee's death. In the event of the Disability of the Participant, Employee (as defined in the Plan and as determined by the Board of Directors, and as to the fact and date of which the Employee is notified by the Board of Directors in accordance with the Planwriting), the Option shall be exercisable within one (1) year after the date of such Disability or, if earlier, the term originally prescribed by the Optionthis Agreement. In such event, the Option shall be exercisable:exercisable (1) to the extent that the right to purchase Shares hereunder has accrued and is in effect as of such determination date and (2) if rights to exercise the Option accrue periodically under Section 3 hereof, to the extent of a pro rata portion of any additional rights which would have accrued had the Employee not become so Disabled prior to the end of the accrual period which next ends following the date of Disability. (The proration shall be made on the basis of the number of days of the accrual period prior to the date of Disability.) In the event of the death of the Employee while in the employ of the Company or of an Affiliate, the Option (1) to the extent exercisable but not exercised as of the date of death, and (2) if rights to exercise the Option accrue periodically under Section 3 hereof, to the extent of a pro rata portion of any additional rights based upon the number of days prior to the Employee's death and during the accrual period which next ends following the date of death, may be exercised by the Employee's Survivors as provided in the Plan. (The proration shall be made on the basis of the number of days of the accrual period prior to the Employee's death.) In such event, the Option must be exercised, if at all, within one (1) year after the date of death of the Employee or, if earlier, within the time originally prescribed by this Agreement.
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " [(as defined in the PlanAS DEFINED IN THE PLAN) CONSIDER OTHER DEFINITIONS]), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " [(as defined in the PlanAS DEFINED IN THE PLAN)], the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Synta Pharmaceuticals Corp)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Metabolix, Inc.)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If Subject to this Section 4, if the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)Cause, the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, and subject to this Section 4, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In Subject to this Section 4, in the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, and subject to this Section 4, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Zoo Entertainment, Inc)
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “causeCause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “causeCause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”such termination, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “causeCause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable to the extent not exercised as of the date of Disability within one (1) year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such eventthe event of the death of the Participant while an employee, director or consultant of the Company or of an Affiliate, the Option shall be exercisable:exercisable to the extent not exercised as of the date of death by the Participant’s Survivors within one (1) year after the date of death of the Participant or, if earlier, within the originally prescribed term of the Option.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Coley Pharmaceutical Group, Inc.)
Term of Option. The This Option shall terminate ten years from the date of this AgreementAgreement (the “Option Expiration Date”), but shall be subject to earlier termination as provided herein or in the Planherein. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Participant, or termination of the Participant for Cause (the “cause” (as defined in the PlanTermination Date”), the Option to the extent vested and exercisable pursuant to Section 3 hereof, and not previously terminated in accordance with this Agreement, may be exercisedexercised within three months after the Termination Date, if it has not previously terminatedor on or prior to the Option Expiration Date, within the originally prescribed term of the Optionwhichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the unvested portion of the Option as of the Termination Date that is not subject to accelerated vesting pursuant to Section 3 hereof shall never be exercisable only to and shall expire and be cancelled on the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyTermination Date. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyTermination Date, the Participant or the Participant’s Survivors may continue to exercise the OptionOption to the extent vested and exercisable pursuant to Section 3 hereof, within one year after the Termination Date, but in no event after the date of expiration of the term of the OptionOption Expiration Date. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option even if vested shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company Administrator determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the term originally prescribed by Participant’s termination of service due to Disability or, if earlier, on or prior to the OptionOption Expiration Date. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (BG Medicine, Inc.)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Planherein. If the Participant ceases to be an employee, director or consultant of the Company or any parent or subsidiary, direct or indirect, of the Company (an Affiliate “Affiliate”) (for any reason other than the death or Disability permanent and total disability as defined in Section 22(e)(3) of the United States Internal Revenue Code of 1986, as amended (the “Code”) of the Participant (a “Disability”) or termination of the Participant for “causeCause” (as defined in the PlanEmployment Agreement)), the Option may be exercised, if it has not previously terminated, within one (1) year after the date the Participant ceases to be an employee or consultant of the Company or of an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, service (including any accelerated vesting as set forth in the event last sentence of the Participant’s Disability or death following the termination Section 3 of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Optionthis Agreement). In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or by an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:exercisable only to the extent that the Option has become exercisable and is in effect at the date of such Disability (including any accelerated vesting as set forth in the last sentence of Section 3 of this Agreement). The Board of Directors of the Company or, if applicable, a committee of the Board of Directors, shall make the determination both of whether a Disability has occurred and the date of its occurrence (unless a procedure for such determination is set forth in another agreement between the Company and such Participant, in which case such procedure shall be used for such determination). If requested, the Participant shall be examined by a physician selected or approved by the Board of Directors of the Company or, if applicable, a committee of the Board of Directors, the cost of which examination shall be paid for by the Company.
Appears in 1 contract
Samples: Interleukin Genetics Inc
Term of Option. The Option shall terminate ten years from the date of this Agreementgrant as set forth on Exhibit A, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” Cause (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” Cause (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Coley Pharmaceutical Group, Inc.)
Term of Option. The Option shall terminate years from on the date 10th anniversary of this Agreementthe Grant Date, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant Employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Employee or termination of the Participant Employee’s employment for “cause” (as defined in the Plan”), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Employee ceases to be an Employee of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the ParticipantEmployee’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant Employee or the ParticipantEmployee’s Survivors may continue to exercise the OptionOption within one year after the date of the Employee’s termination of employment, but in no event after the date of expiration of the term of the Option. In the event the ParticipantEmployee’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate Employee’s employer for “cause” (as defined in the Plan)”, the ParticipantEmployee’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant Employee is notified his or her employment, directorship or consultancy employment is terminated for “cause”, ,” and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantEmployee’s terminationtermination as an Employee, but prior to the exercise of the Option, the Board of Directors of the Company Administrator determines that, either prior or subsequent to the ParticipantEmployee’s termination, the Participant Employee engaged in conduct which would constitute “cause,” then the Participant Employee shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the ParticipantEmployee, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Employee’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” Cause (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Response Genetics Inc)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” " (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy 's service is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “"cause”", and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Altus Pharmaceuticals Inc.)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” (" as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s 's employment, directorship or consultancy is terminated by the Company or an Affiliate for “"cause” (" as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”", and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” (as defined in the Plan)", the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s 's Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s 's Survivors may continue to exercise the OptionOption within one year after the date of the Participant's termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy 's service is terminated by the Company or an Affiliate for “"cause” (as defined in the Plan)", the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “"cause”, ," and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date Date of this AgreementGrant, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Non-Employee Director ceases to be an employee, a director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Non-Employee Director or termination of the Participant Non-Employee Director for “cause” Cause (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within one year after the date the Non-Employee Director ceases to be a director of the Company, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding service and the foregoing, in the event unvested portion of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the OptionOption shall terminate. In the event the ParticipantNon-Employee Director’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” Cause (as defined in the Plan), the ParticipantNon-Employee Director’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant Non-Employee Director is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantNon-Employee Director’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the ParticipantNon-Employee Director’s termination, the Participant Non-Employee Director engaged in conduct which would constitute “cause,” Cause, then the Participant Non-Employee Director shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the ParticipantNon-Employee Director, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Non-Employee Director’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Terms and Conditions (Immunogen Inc)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within the originally prescribed term of the Option, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Myriad Genetics Inc)
Term of Option. The Option shall terminate ten years from the date Date of Grant as set forth on the Option Certificate attached to this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Palatin Technologies Inc)
Term of Option. The This Option shall terminate years from on the date of this Agreement, Option Expiration Date as specified in the Stock Option Grant Notice but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employeeEmployee, director or consultant Consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Participant, or termination of the Participant for Cause (the “cause” (as defined in the PlanTermination Date”), the Option to the extent then vested and exercisable pursuant to Section 3 hereof as of the Termination Date, and not previously terminated in accordance with this Agreement, may be exercisedexercised within three months after the Termination Date, if it has not previously terminatedor on or prior to the Option Expiration Date as specified in the Stock Option Grant Notice, within the originally prescribed term of the Optionwhichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the unvested portion of the Option shall not be exercisable only to and shall expire and be cancelled on the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyTermination Date. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employmentTermination Date, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the Termination Date, but in no event after the date of expiration of Option Expiration Date as specified in the term of the OptionStock Option Grant Notice, and this Option shall thereupon terminate. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option even if vested shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”Cause, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company Administrator determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the ParticipantParticipant while an Employee, director or Consultant of the Company or of an Affiliate, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the term originally prescribed by Participant’s termination of service due to Disability or, if earlier, on or prior to the OptionOption Expiration Date as specified in the Stock Option Grant Notice. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Unit Award Agreement (Hydrofarm Holdings Group, Inc.)
Term of Option. The Option shall terminate expire at 5:00 p.m., Central Time, on the date six (6) years from the date of this AgreementGrant Date (the “Final Exercise Date”), but shall be subject to earlier termination as provided herein or in the PlanPlan or the LTIP; provided, however that termination or expiration of the Plan or the LTIP shall not affect the Option or the rights of the Participant under this Agreement. If the Participant ceases to be an employee, director or consultant employee of the Company or of an Affiliate (affiliate of the Company for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)Cause, the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee of the Company or an affiliate of the Company, or within the originally prescribed term of the Option, whichever is earlier, but in no event may not the Option be exercised thereafterafter the Final Exercise Date. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, but in no event after the date of expiration of the term of the OptionFinal Exercise Date. In the event the Participant’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate affiliate of the Company for “cause” (as defined in the Plan)Cause, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”such termination, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors Administrator of the Company Plan determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” Cause, then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminateterminate and the Company shall be entitled to recover from the Participant any and all Shares which were previously acquired through exercise of this Option. In the event of the Disability of the Participant, as determined in accordance with Participant while an employee of the PlanCompany or an affiliate of the Company, the Option shall be exercisable within one (1) year after the Participant’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Panera Bread Co)
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, Agreement but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Employee or termination of the Participant for “"cause” (" as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three (3) months after the originally prescribed term of date the OptionEmployee ceases to be an employee, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option right to purchase Shares under this Agreement has become exercisable accrued and is in effect at as of the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event that the Participant’s employment, directorship or consultancy Employee's employment is terminated by the Company or an Affiliate for “"cause” " (as defined in the Plan), or, if subsequent to the Participant’s termination of the Employee's employment but prior to the exercise of the Option it is determined that either prior or subsequent to such termination the Employee engaged in conduct which would constitute "cause" for the termination of the Employee's employment (such determination to be made in accordance with Article 10 of the Plan), the Employee's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employmentforthwith, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event that the Employee's employment is terminated for any reason other than death or Disability or for "cause," and the Employee subsequently becomes Disabled or dies, the first paragraph of this Section 4 shall control and fix the rights of the Employee, and nothing hereinafter set forth in this Section 4 (except the following provision) shall extend the period of exercisability of the Option; provided, however, in the case of the Employee's death within the period allowed for exercise, the Employee's Survivors may exercise the Option to the extent permitted by the first paragraph of this Section 4 within, but only within, six (6) months after the date of Employee's death. In the event of the Disability of the Participant, Employee (as defined in the Plan and as determined by the Board of Directors, and as to the fact and date of which the Employee is notified by the Board of Directors in accordance with the Planwriting), the Option shall be exercisable within one (1) year after the date of such Disability or, if earlier, the term originally prescribed by the Optionthis Agreement. In such event, the Option shall be exercisable:exercisable (1) to the extent that the right to purchase Shares hereunder has accrued and is in effect as of such determination date and (2) if rights to exercise the Option accrue periodically under Section 3 hereof, to the extent of a pro rata portion of any additional rights which would have accrued had the Employee not become so Disabled prior to the end of the accrual period which next ends following the date of Disability. (The proration shall be made on the basis of the number of days of the accrual period prior to the date of Disability.) In the event of the death of the Employee while in the employ of the Company or of an Affiliate, the Option (1) to the extent exercisable but not exercised as of the date of death, and (2) if rights to exercise the Option accrue periodically under Section 3 hereof, to the extent of a pro rata portion of any additional rights based upon the number of days prior to the Employee's death and during the accrual period which next ends following the date of death, may be exercised by the Employee's Survivors as provided in the Plan. (The proration shall be made on the basis of the number of days of the accrual period prior to the Employee's death.) In such event, the Option must be exercised, if at all, within one (1) year after the date of death of the Employee or, if earlier, within the time originally prescribed by this Agreement.
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Immunogen Inc)
Term of Option. The Option shall terminate years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three (3) months after the originally prescribed term date the Participant ceases to be an employee, director or consultant of the OptionCompany or an Affiliate, or on or prior to the Expiration Date, whichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the OptionExpiration Date. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan)) either by dismissal, by mutual agreement or court settlement, the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the earlier of (i) the time the Participant is notified by the Company or an Affiliate that his or her employment, directorship or consultancy is being terminated for “cause”, ,” or (ii) the Participant’s termination and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the term originally prescribed by date of such Disability or, if earlier, on or prior to the OptionExpiration Date. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Planherein. If the Participant ceases to be an employee, director or consultant of the Company or any parent or subsidiary, direct or indirect, of the Company (an Affiliate “Affiliate”) (for any reason other than the death or Disability permanent and total disability as defined in Section 22(e)(3) of the United States Internal Revenue Code of 1986, as amended (the “Code”) of the Participant (a “Disability”) or termination of the Participant for “cause” (as defined in the PlanParticipant’s Employment Agreement), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee or consultant of the Company or of an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the deceased Participant’s Survivors legal representatives and/or any person or persons who acquired the Participant’s rights to the Option by will or by the laws of descent and distribution (the “Participant’s Survivors”) may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or by an Affiliate for “cause” (as defined in the PlanParticipant’s Employment Agreement), the Participant’s right to exercise any unexercised portion of this the Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this the Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” ”, then the Participant shall immediately cease to have any right to exercise the Option and this the Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Synta Pharmaceuticals Corp
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, a director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “"cause” (" as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three years after the date the Participant ceases to be a director of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only as to Shares which have vested as of the date of termination of service in accordance with the schedule set forth in Section 3 above and not as to unvested Shares and only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Optiondirectorship. In the event the Participant’s employment, 's directorship or consultancy is terminated by the Company or an Affiliate for “"cause” (" as defined in the Plan), the Participant’s 's right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “"cause”", and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s 's termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s 's termination, the Participant engaged in conduct which would constitute “"cause,” " then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within three years after the Participant's termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Term of Option. The Option shall terminate ten (10) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan)), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Orchid Biosciences Inc)
Term of Option. The Option shall terminate six (6) years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan; provided, however that termination or expiration of the Plan shall not affect the Option or the rights of the Participant under this Agreement. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three (3) months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three (3) months after the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one (1) year after the date of the Participant’s termination of employment, directorship or consultancy, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”such termination, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one (1) year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Employee and Consultant Non Qualified Stock Option Agreement (Panera Bread Co)
Term of Option. The This Option shall terminate ten years from the date of this Agreement or, if the Employee owns as of the date hereof more than 10% of the total combined voting power of all classes of capital stock of the Company or an Affiliate, five years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Employee ceases to be an employee, director or consultant employee of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Employee or termination of the Participant Employee’s employment for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Employee ceases to be an employee of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the ParticipantEmployee’s Disability or death following within three months after the termination of employment, directorship or consultancy, the Participant Employee or the ParticipantEmployee’s Survivors may continue to exercise the OptionOption within one year after the date of the Employee’s termination of employment, but in no event after the date of expiration of the term of the Option. In the event the ParticipantEmployee’s employment, directorship or consultancy employment is terminated by the Company or an Affiliate Employee’s employer for “cause” (as defined in the Plan), the ParticipantEmployee’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant Employee is notified his or her employment, directorship or consultancy employment is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantEmployee’s terminationtermination as an employee, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the ParticipantEmployee’s termination, the Participant Employee engaged in conduct which would constitute “cause,” then the Participant Employee shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the ParticipantEmployee, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Employee’s termination of employment or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Nexx Systems Inc
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant Participant’s employment or retention for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafterthereafter except as set forth below. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice for any reason other than “cause” (as defined in the Plan), the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the termination of the Participant’s terminationservice, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, Participant (as determined in accordance with the Plan) or death of the Participant while an employee, director or consultant of the Company or of an Affiliate, the Option shall be exercisable by the Participant or the Participant’s Survivors, as applicable, within one year after the Participant’s termination of service for Disability or the date of death, as applicable, or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Telx Group, Inc.)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant Consultant ceases to be an employee, director or a consultant of to the Company or of an Affiliate (for any reason other than the death or Disability of the Participant Consultant or termination of the Participant Consultant’s consulting services for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Consultant ceases to be a consultant to the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservices. Notwithstanding the foregoing, in the event of the ParticipantConsultant’s Disability or death following within three months after the termination of employment, directorship or consultancyconsulting services, the Participant Consultant or the ParticipantConsultant’s Survivors may continue to exercise the OptionOption within one year after the date of the Consultant’s termination of services, but in no event after the date of expiration of the term of the Option. In the event the ParticipantConsultant’s employment, directorship or consultancy is services are terminated by the Company or an any Affiliate for “cause” (as defined in the Plan), the ParticipantConsultant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant Consultant is notified his or her employment, directorship or consultancy is consulting services are terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the ParticipantConsultant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the ParticipantConsultant’s termination, the Participant Consultant engaged in conduct which would constitute “cause,” then the Participant Consultant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the ParticipantConsultant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Consultant’s termination or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Nexx Systems Inc
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Amalgamated Technologies Inc)
Term of Option. The This Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within three months after the date the Participant ceases to be an employee, director or consultant of the Company or an Affiliate, or within the originally prescribed term of the Option, whichever is earlier, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancyservice. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following within three months after the termination of employment, directorship or consultancyservice, the Participant or the Participant’s Survivors may continue to exercise the OptionOption within one year after the date of the Participant’s termination of service, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy service is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy service is terminated for “cause”, ,” and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within one year after the Participant’s termination of service or, if earlier, within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (ProLink Holdings Corp.)
Term of Option. The Option shall terminate ten years from the date of this Agreement, but shall be subject to earlier termination as provided herein or in the Plan. If the Participant ceases to be an employee, director or consultant of the Company or of an Affiliate (for any reason other than the death or Disability of the Participant or termination of the Participant for “cause” (as defined in the Plan), the Option may be exercised, if it has not previously terminated, within the originally prescribed term of the Option, but may not be exercised thereafter. In such event, the Option shall be exercisable only to the extent that the Option has become exercisable and is in effect at the date of such cessation of employment, directorship or consultancy. Notwithstanding the foregoing, in the event of the Participant’s Disability or death following the termination of employment, directorship or consultancy, the Participant or the Participant’s Survivors may continue to exercise the Option, but in no event after the date of expiration of the term of the Option. In the event the Participant’s employment, directorship or consultancy is terminated by the Company or an Affiliate for “cause” (as defined in the Plan), the Participant’s right to exercise any unexercised portion of this Option shall cease immediately as of the time the Participant is notified his or her employment, directorship or consultancy is terminated for “cause”, and this Option shall thereupon terminate. Notwithstanding anything herein to the contrary, if subsequent to the Participant’s termination, but prior to the exercise of the Option, the Board of Directors of the Company determines that, either prior or subsequent to the Participant’s termination, the Participant engaged in conduct which would constitute “cause,” then the Participant shall immediately cease to have any right to exercise the Option and this Option shall thereupon terminate. In the event of the Disability of the Participant, as determined in accordance with the Plan, the Option shall be exercisable within the term originally prescribed by the Option. In such event, the Option shall be exercisable:
Appears in 1 contract
Samples: Non Qualified Stock Option Agreement (Amedica Corp)
