Restricted Stock and Stock Options. Employer shall cause the Compensation Committee of the Board of Directors of Employer to review whether Employee should be granted shares of restricted stock and/or options to purchase shares of common stock of CBSI. Such review may be conducted pursuant to the terms of the Community Bank System, Inc. 2014 Long-Term Incentive Plan, a successor plan, or independently, as the Compensation Committee shall determine. Reviews shall be conducted no less frequently than annually.
Restricted Stock and Stock Options. Upon the occurrence of a Covered Termination, all shares of restricted stock of the Company and all options to purchase shares of the Company's common stock previously awarded to the Executive shall immediately vest.
Restricted Stock and Stock Options. All restrictions upon any Restricted Stock which may have been awarded to Executive shall expire and be removed, such Restricted Stock shall vest according to the schedule for vesting following the Termination Date and through the date of the final payment of Salary Continuation (unless otherwise expired or removed and vested pursuant to the terms of any Restricted Stock Award pursuant to the 1993 Omnibus Stock Plan or any Award Plan), and such stock shall be delivered to Executive. All Options granted to Executive prior to the Termination Date shall continue to vest, according to their schedule following the Termination Date and through the date of the final payment of Salary Continuation (unless otherwise previously vested pursuant to the 1993 Omnibus Stock Plan or any other Award Plan). No Stock Options or Restricted Stock will be granted to Executive after the Termination Date. In lieu of Company Shares issuable upon exercise of any vested, outstanding and unexercised Options granted to Executive, Executive may, at Executive's option, receive an amount in cash equal to the product of (i) the Fair Market Value of Company Shares on the Termination Date over the per share exercise price of each vested Option held by Executive, times (ii) the number of Company Shares covered by each such Option. In the event Executive does not elect to receive a cash payment for any vested, outstanding and unexercised Options granted to Executive, Executive shall have the right to otherwise exercise such Options in accordance with the terms and conditions provided in the 1993 Omnibus Stock Plan or any other applicable Award Plans.
Restricted Stock and Stock Options. This Agreement does not incorporate, supercede, nor any way affect any Stock Incentive Plan, restricted stock agreements or any stock option grants, all of which are governed by separate documents.
Restricted Stock and Stock Options. (i) On the Effective Date, the Company shall grant to Executive, either under the equity compensation plans of the Company or otherwise, 20,000 shares of the Company’s restricted stock. Such shares of restricted stock shall vest in equal installments on each of the first, second, third and fourth anniversaries of the Effective Date. Dividends on restricted stock shall be paid to Executive at such times as dividends are paid to shareholders of the Company’s common stock.
Restricted Stock and Stock Options. The Employee has purchased shares of Class A Common Stock of the Employer pursuant the Securities Purchase and Stockholders Agreement, dated as of the date hereof, between the Employer and the Employee (the "Purchase Agreement"), and has been granted options to acquire shares of Class A Common Stock of the Employer, pursuant to the Stock Option Agreement, dated as of September 26, 1998, between the Employer and the Employee (the "1998 Stock Option Agreement") and the Stock Option Agreement, dated as of the date hereof, between the Employer and the Employee (the "1999 Stock Option Agreement" and collectively, with the 1998 Stock Option Agreement, the "Stock Option Agreements"). The stock options granted to the Employee under the 1998 Stock Option Agreement were granted pursuant to the Employer's 1997 Stock Option Plan and are fully vested and exercisable as of the date hereof. The stock options granted to the Employee under the 1999 Stock Option Agreement were granted pursuant to the Employer's 1999 Stock Option Plan and are subject to vesting in accordance with the terms of the 1999 Stock Option Agreement. The Purchase Agreement and the Stock Option Agreements are referred to in this Agreement as the "Other Agreements." The Employee shall be entitled to participate in current or future equity incentive plans adopted by the Employer on terms substantially similar to those offered to members of the Employer's Executive Committee or other division Presidents of the Employer. Such grants may be awarded from time to time in the sole discretion of the Employer's Board of Directors. Except as otherwise provided in the 1999 Stock Option Agreement and in this Agreement with respect to payments under the Executive Bonus Plan and except as hereafter mutually agreed by the Employer and the Employee, in the event of a Change in Control (as defined below), to the extent not fully vested at such time, the Employee shall become fully vested in all awards heretofore or hereafter granted to him under all incentive compensation, deferred compensation, stock option, stock appreciation rights, restricted stock, phantom stock or other similar plans maintained by the Employer.
Restricted Stock and Stock Options. The Executive acknowledges and agrees that all shares of restricted stock and options that the Executive holds to purchase shares of the Company’s common stock pursuant to the IntraLinks Holdings, Inc. 2010 Equity Incentive Plan or any applicable predecessor plan that are not vested as of the Termination Date shall lapse on that date and will not be releasable or exercisable. The release of any restricted shares and the exercise of any stock options shall be subject to the terms of the IntraLinks Holdings, Inc. 2010 Equity Incentive Plan, or applicable predecessor plan. This Section 3 is not intended to modify in any respect the post-separation rights to which the Executive would otherwise be entitled if the Executive were not to agree to this General Release or the terms governing restricted stock or stock options. Notwithstanding the foregoing, in consideration of the Executive’s agreement to the terms and conditions contained in this General Release, the Company agrees to accelerate and fully vest as of January 31, 2012 the portion of Executive’s stock option award granted on February 26, 2010 that is not vested as of the Termination Date (221,429 options to purchase the Company’s common stock at a purchase price of $6.76) and to extend the exercise period of such stock option and any other option awards that are vested as of the Termination Date (the “Equity Severance Benefit”) until the close of the New York Stock Exchange on January 31, 2013 (the “Exercise Deadline”). Any stock options underlying the Equity Severance Benefit that are not exercised by the Exercise Deadline shall be forfeited and cancelled. The Executive acknowledges and agrees that the Equity Severance Benefit: (i) is a benefit to which the Executive would not otherwise be entitled to but for the Executive’s agreement to and execution of this General Release; (ii) is in full and final discharge of any and all liabilities and obligations of the “Company Releasees” (as defined in Section 6 below) to the Executive, including with respect to termination benefits, severance pay, salary, wages, bonuses, incentive compensation, and all other compensation, employee benefits and otherwise, and (iii) exceeds any such payment, benefit, or other thing of value to which the Executive might otherwise be entitled under any policy, procedure or plan of any of the Company Releasees and/or any other agreement between the Executive and any of the Company Releasees. The Executive acknowledges and agrees ...
Restricted Stock and Stock Options. Upon the Executive’s complete and final voluntary termination of employment pursuant to Section 5(f) of this Agreement after attaining age sixty-three (63) (such complete and final voluntary termination of employment at such time referred to as “Retirement”), unvested grants of Restricted Stock and Stock Options (collectively “Stock Grants”) awarded to the Executive pursuant to one or more Restricted Stock Agreements (“Restricted Stock Agreement”) and one or more Stock Option Grant Agreements (“Stock Option Agreement”) under the Cascade Bancorp 2008 Performance Incentive Plan (“Incentive Plan”) will continue to vest following Retirement in accordance with the vesting schedules set forth in the respective Restricted Stock Agreements and Stock Option Agreements, notwithstanding anything to the contrary under the applicable Restricted Stock Agreement, Stock Option Agreement or the Incentive Plan. Notwithstanding the preceding, this Section 4(f) shall not apply to that certain Stock Option Grant evidenced by the certain Stock Option Grant Agreements dated February 3, 2015. Vesting of the Stock Option Grants pursuant to the Agreements dated February 3, 2015 will only occur pursuant to the terms and conditions contained in the Agreements.
Restricted Stock and Stock Options. Provided that the Executive has been employed with the Company at least fifteen (15) years, upon the Executive’s termination of employment pursuant to Section 5(f) of this Agreement after attaining age sixty-two (62), unvested grants of Restricted Stock and Stock Options awarded to the Executive pursuant to one or more Restricted Stock Agreements (“Restricted Stock Agreement”) and one or more Stock Option Grant Agreements (“Stock Option Agreement”) under the Cascade Bancorp 2008 Performance Incentive Plan (“Incentive Plan”) will continue to vest in accordance with the vesting schedules set forth in the respective Restricted Stock Agreements and Stock Option Agreements, notwithstanding anything to the contrary under the applicable Restricted Stock Agreement, Stock Option Agreement or the Incentive Plan.
Restricted Stock and Stock Options. Upon the Execution Date, ---------------------------------- Employer shall grant to Officer 100,000 restricted shares of the Employer's common stock, such restricted shares to become vested and transferable as to 20,000 shares on each of the first five (5) anniversaries of the date of grant, provided that Officer remains in continuous service with Employer until such anniversary. In respect of each of the Fiscal Years during the term of this Agreement, Employer shall also grant to Officer stock options and/or restricted shares for such number of shares of Employer's common stock as the Compensation Committee of the Board in its sole discretion determines (but not less than stock options for 100,000 shares of such common stock), taking into account Officer's and Employer's performance in each of such Fiscal Years and the competitive practices then prevailing regarding the granting of stock options and restricted shares. All stock options and restricted shares granted in accordance with this Section 4(c) shall be granted pursuant to the 1998 Stock Incentive Plan, as amended (the "1998 Plan"), or such other stock option plan or plans as may be or come into effect during the term of this Agreement and, in the case of stock options, shall have a per share exercise price equal to the fair market value (as defined in the 1998 Plan or such other plan or plans) of the common stock at the time of grant. The stock options granted pursuant to this Section shall consist of incentive stock options to the extent permitted by law or regulation.
