Xxxxxxxx Options. Buyer shall pay Seller at Closing the sum of $11,000, consisting of $10,000 in option fees and $1,000 in commissions paid in connection with that certain Option Contract listed on Exhibit A attached hereto.
Xxxxxxxx Options. Following the date of this Agreement, and not less than 30 days before the Effective Time, Xxxxxxxx shall enter into a written agreement (an “Option Release”) in form reasonably satisfactory to BOCC with each holder of a then outstanding and unexpired Xxxxxxxx Stock Option and providing that, immediately prior to the Effective Time, (a) each then outstanding Xxxxxxxx Stock Option held by that holder shall terminate automatically and be cancelled, (b) with respect to each such Xxxxxxxx Stock Option, Xxxxxxxx will pay to that holder, in cash, an amount (if any) equal to (i) the product of the Exchange Ratio and the number of shares of Xxxxxxxx Common Stock covered by the Xxxxxxxx Stock Option, multiplied by the closing price of BOCC Stock as quoted on the Nasdaq Capital Market immediately before the Effective Time, as reasonably determined by BOC, which determination shall be conclusive absent manifest error, minus (ii) the exercise price of that Xxxxxxxx Stock Option as provided in the written agreement evidencing it, multiplied by the number of shares of Xxxxxxxx Common Stock covered by the Xxxxxxxx Stock Option, rounded to the nearest whole cent, (c) the holder understands and agrees that no assurances or representations are being made to him or her by Xxxxxxxx or BOCC with respect to the tax treatment of any such payment, and the holder will be and remain responsible for the timely payment of all federal and state income taxes and his or her portion of any FICA and FUTA taxes applicable to the above payment, (d) Xxxxxxxx and its successors in interest may withhold from such payment any and all such taxes that it reasonably believes it is required to withhold, and (e) the holder fully and completely releases Xxxxxxxx and its successors in interest from any further obligation with respect to his or her Xxxxxxxx Stock Options and from any liability for the tax consequences of such payment. No such payment shall be made to any holder of an Xxxxxxxx Stock Option unless and until the holder executes and delivers an Option Release to Xxxxxxxx. Payments made by Xxxxxxxx pursuant to executed Option Releases as described in this Paragraph 6.14 shall not be deemed to breach any covenant of Xxxxxxxx hereunder or to result in a breach of any representation or warranty of Xxxxxxxx herein, provided, that such payments shall not be made with respect to an aggregate number of Xxxxxxxx Stock Options that exceeds the number of such options Previously Disclosed. As a result...
Xxxxxxxx Options. The options to be surrendered by Xxxxxxxx at ---------------- the Closing (the "Options") are options to purchase 274,000 shares of the common stock of the Distributing Corporation, and other than the Options and the Xxxxxxxx Stock, neither Xxxxxxxx nor the Recipient hold any capital stock, or options or other rights to acquire any capital stock, of the Distributing Corporation. The Options are owned legally and beneficially by Xxxxxxxx, with no liability attaching to the ownership thereof, free and clear of all mortgages, claims, liens, security interests, charges and encumbrances, or restrictions on transfer or voting (except pursuant to the stock option plans of the Distributing Corporation pursuant to which some of the Options were granted).
Xxxxxxxx Options. In consideration for Xx. Xxxxxxx’x release set forth herein and subject to Xx. Xxxxxxx having not revoked his signature prior to the Effective Date, Insys agrees to the accelerated vesting of unvested shares subject to any outstanding stock options granted to Xx. Xxxxxxx, such that, on the Effective Date (as defined below), Xx. Xxxxxxx shall be vested in one hundred percent (100%) of the shares subject to such an option award under the Insys’ options plan(s). Xx. Xxxxxxx understands, acknowledges and agrees that the acceleration of his options exceed what he is otherwise entitled to receive upon separation from employment as set forth in his Former Employment Agreement, and that these benefits are in exchange for executing the release in this Agreement. Xx. Xxxxxxx further acknowledges no entitlement to any additional compensation and payment in connection with his employment with Insys or ownership/equity in the Insys or consideration not specifically referenced directly below in clause (e).
Xxxxxxxx Options. Xxxxxxx shall retain any and all options he may have received to purchase shares of IO, based upon the rules and regulations of the stock option plan of IO. It is the intent of the parties that Xxxxxxx'x options shall not be affected by this Agreement. Nothing in this Agreement shall be interpreted or construed as expanding or modifying Xxxxxxx'x option rights.
Xxxxxxxx Options. In consideration for Mx. Xxxxxxx’x release set forth herein and subject to Mx. Xxxxxxx having not revoked his signature prior to the Effective Date, Insys agrees to the accelerated vesting of unvested shares subject to any outstanding stock options granted to Mx. Xxxxxxx, such that, on the Effective Date (as defined below), Mx. Xxxxxxx shall be vested in one hundred percent (100%) of the shares subject to such an option award under the Insys’ options plan(s). Mx. Xxxxxxx’x sole option award with respect to Insys equity is set forth in subsection (e) directly below. Mx. Xxxxxxx understands, acknowledges and agrees that the acceleration of his options exceed what he is otherwise entitled to receive upon separation from employment as set forth in his Former Employment Agreement, and that these benefits are in exchange for executing the release in this Agreement. Mx. Xxxxxxx further acknowledges no entitlement to any additional compensation and payment in connection with his employment with Insys or ownership/equity in Insys or consideration not specifically referenced directly below in clause (e).
