Unvested Stock Options. Any portion of the Stock Option that is not vested as of the date of a Participant’s Termination for any reason shall terminate and expire on the date of such Termination.
Unvested Stock Options. Notwithstanding the contrary provisions of the Stock Option Agreements and the Stock Option Plans, each Option that is not exercisable on the date hereof shall not vest and become exercisable on or after the date hereof or upon the consummation of the "Offer" (as defined in the Merger Agreement) or the "Merger" (as defined in the Merger Agreement). At the "Effective Time" (as defined in the Merger Agreement), each Option that is not exercisable on the date hereof (including any such Option with a per share exercise price equal to or greater than the "Merger Consideration" (as defined in the Merger Agreement)) shall be cancelled and the Stock Option Agreements with respect to such Options shall terminate and have no further force and effect. Subject to vesting in accordance with this Section, the Company shall pay Executive, for each share of Common Stock subject to such Option, an amount (subject to any applicable withholding tax), in cash, equal to the difference between the "Merger Consideration" (as defined in the Merger Agreement) and the per share exercise price of such Option, to the extent such difference is a positive number (such amount while held in escrow, including interest thereon, being hereinafter referred to as the "Deferred Option Consideration"). The Deferred Option Consideration (or portion thereof) shall be paid by the Escrow Agent (as defined below), to Executive on each vesting date, provided such Deferred Option Consideration shall have become vested, or to the Company immediately upon forfeiture, in accordance with this Section. The Deferred Option Consideration will be deposited by the Company at the Effective Time into an interest bearing escrow account with an escrow agent (the "Escrow Agent") reasonably acceptable to the Executive and the Purchaser. In the event Executive is then employed by the Company, 33% of the Deferred Option Consideration shall vest on the Closing Date (as defined in the Merger Agreement), in the event Executive is then employed by the Company, 33% of the Deferred Option Consideration shall vest on March 31, 2001, and in the event Executive is then employed by the Company, 34% of the Deferred Option Consideration shall vest on June 30, 2001; provided, however, that, in the event Executive's employment with the Company terminates due to an Involuntary Termination Without Cause or a Constructive Termination, the Deferred Option Consideration shall thereupon vest in full. In the event Executive's employment w...
Unvested Stock Options. Subject to (e) below, if applicable, as of the Commencement Date, the Company has granted the Executive stock options in respect of 360,000 shares of Common Stock. The stock options shall be granted at an exercise price equal to Fair Market Value on the Commencement Date. The stock options shall be granted under the KELTIP and pursuant to the terms and conditions set forth in Exhibit C.
Unvested Stock Options. Notwithstanding any provisions in the Allmerica Financial Corporation Amended Long-Term Incentive Plan (the “Stock Plan”) or the terms of any documentation you received upon the granting of options to you, you hereby agree that any unvested options which you hold as of February 29, 2004, shall be forfeited by you and returned to the Company for no consideration.
Unvested Stock Options. Nothing contained in this Agreement shall be construed as amending unvested stock options granted to Associate under the Plan or otherwise. Wal-Mart and Associate agree and acknowledge that any unvested stock option grants to Associate will be forfeited in accordance with their terms on the Retirement Date.
Unvested Stock Options. At the Effective Time, each Unvested Company Option outstanding immediately prior to the Effective Time shall be assumed and converted into the right to receive an amount in cash, without interest, equal to the product of (x) the excess, if any, of (A) the Merger Consideration over (B) the exercise price per Share of such Unvested Company Option, multiplied by (y) the total number of Shares issuable upon the exercise in full of such Unvested Company Option (the “Unvested Option Consideration”), with payment of such Unvested Option Consideration, less applicable Taxes, to be made in accordance with the vesting schedule applicable to such Unvested Company Option immediately prior to the Effective Time; provided, that such holder remains employed by or otherwise in service to Parent, the Surviving Corporation or their respective Subsidiaries on each applicable vesting date, subject to the terms and conditions of the Unvested Payment Plan.
Unvested Stock Options. At the Effective Time, each Company Option that is unvested, outstanding and unexercised immediately prior to the Effective Time (after giving effect to any vesting that is contingent upon the Merger) shall be cancelled.
Unvested Stock Options. With respect to those Executive Stock Options in which Executive is not fully vested, the Executive shall become fully vested in all unvested Executive Stock Options on the Closing Date.
Unvested Stock Options. Unless otherwise provided by the Committee in the applicable Award Agreement, or if no rights of the Participant are reduced, thereafter, Stock Options that are not vested as of the date of a Participant’s Termination for any reason shall terminate and expire as of the date of such Termination.
Unvested Stock Options. As of the date of this Agreement, you also hold unvested options to purchase 130,000 shares of Heritage common stock under the Equity Incentive Plan, of which 50,000 options are exercisable at an exercise price of $25.00 per share, and 80,000 options are exercisable at an exercise price of $24.36 per share. These options are not yet exercisable. However, Heritage agrees to accelerate the vesting of all of these options so that they will be immediately exercisable from and after the Effective Date of this Agreement and for the same period of time as the options referred to in (a) above. As with your vested options, Heritage anticipates that a cashless exercise method of exercising these options will be available to you. To the extent that you incur any federal or state taxes in connection with the acceleration of these unvested options, the exercise of these options and/or the sale of any shares in connection with the exercise, you will be required to pay or Heritage will withhold those taxes.
