Terms of Options. This Option is granted in connection with the Optionee's employment by the Company. Subject to provisions contained elsewhere in this Agreement, the Option may be exercised cumulatively as set forth below after the vesting date set forth below, until the day preceding the tenth anniversary of the date hereof (the "Termination Date"): VESTING DATE NUMBER OF OPTIONS
Terms of Options. The term during which each option may be exercised shall be determined by the Committee, but if required by the Code and except as otherwise provided herein, no option shall be exercisable in whole or in part more than ten years from the date it is granted, and no Incentive Stock Option granted to an employee who at the time of the grant owns more than 10% of the total combined voting power of all classes of stock of the Company or any of its Subsidiaries shall be exercisable more than five years from the date it is granted. All rights to purchase Shares pursuant to an option shall, unless sooner terminated, expire at the date designated by the Committee. The Committee shall determine the date on which each option shall become exercisable and may provide that an option shall become exercisable in installments. The Shares constituting each installment may be purchased in whole or in part at any time after such installment becomes exercisable, subject to such minimum exercise requirements as may be designated by the Committee. Prior to the exercise of an option and delivery of the Shares represented thereby, the optionee shall have no rights as a stockholder with respect to any Shares covered by such outstanding option (including any dividend or voting rights).
Terms of Options. This Agreement, and the Options issued to the Optionee, are subject to all of the terms and conditions set forth herein and in the Plan, as may be amended from time to time, a copy of which has been provided to Optionee. To the extent that any conflict may exist between any term or provision of this Agreement and any term or provision of the Plan, the Plan shall govern. Capitalized terms referenced, but not defined herein, will have the meaning attributed to them by the Plan. The optionee acknowledges that he or she has read the plan and agrees to be bound by its terms. Pursuant to the Plan, the Committee has authorized the Option Price and any applicable tax withholding liability associated with exercise of the Options to be payable in cash.
Terms of Options. Subject to the terms and conditions contained ---------------- herein, the Optionee shall be entitled to exercise Options to purchase an aggregate of up to 11,443 shares of Common Stock. Such Options shall be exercisable by Optionee subject to, and only to the extent that, (i) with respect to any such option, such Option has vested in accordance with the vesting schedule set forth below and (ii) at the time of exercise of such Option all conditions to exercise set forth in this Agreement are satisfied to the reasonable satisfaction of the board of directors of the Corporation (the "Board"). ----- Number of Options Vesting Vesting Date on the Vesting Date --------------- ------------------------- July 23, 1996 2,291 July 23, 1997 2,288 July 23, 1998 2,288 July 23, 1999 2,288 July 23, 2000 2,288 Notwithstanding any provision to the contrary in this Agreement, any and all Options not exercised on or prior to July 23, 2006 (whether or not exercisable at such time) shall automatically expire, and Optionee shall have no rights in or to such Options after such date. The period from the date hereof to July 23, 2006, shall be referred to herein as the "Option Period". -------------
Terms of Options. Subject to the terms and conditions contained ---------------- herein, the Optionee shall be entitled to exercise Options to purchase an aggregate of up to 100,000 shares of Common Stock. Such Options shall be exercisable by Optionee subject to, and only to the extent that, (i) with respect to any such option, such Option has vested in accordance with the vesting schedule set forth below and (ii) at the time of exercise of such Option all conditions to exercise set forth in this Agreement are satisfied to the reasonable satisfaction of the board of directors of the Corporation (the "Board"). ----- Number of Options Vesting Vesting Date on the Vesting Date ------------ ------------------------- September 5, 1997 20,000 September 5, 1998 20,000 September 5, 1999 20,000 September 5, 2000 20,000 September 5, 2001 20,000 Notwithstanding any provision to the contrary in this Agreement, any and all Options not exercised on or prior to September 5, 2007 (whether or not exercisable at such time) shall automatically expire, and Optionee shall have no rights in or to such Options after such date. The period from the date hereof to September 5, 2007, shall be referred to herein as the "Option Period". ------------- Notwithstanding any provision to the contrary in this Agreement, immediately prior to the closing of a Change of Control Transaction, any and all Options granted under this Agreement shall be deemed fully vested (whether or not such options have vested at such time pursuant to the vesting schedule set forth herein) and shall be exercisable, in whole or in part, by Optionee if, at the time of exercise, all conditions to exercise set forth in this Agreement (other than any vesting requirements) have, in the reasonable discretion of the Board, been satisfied. For purposes of this paragraph 4, a "Change of Control Transaction" shall be deemed to have occurred when (i) the Corporation shall at any time cease to own directly 100% of the capital stock of Coinmach Corporation ("Coinmach"), (ii) any "Person" or "group" (as such terms are used in Section 13(d) and 14(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), excluding Golder, Thoma, Xxxxxxx, Xxxxxx Inc. or any entity controlled thereby ("GTCR"), is or shall become the "beneficial owner" (as defined in Rules 13(d)-3 and 13(d)-5 under the Exchange Act), directly or indirectly, of a greater percentage of Common Stock than is owned by GTCR at such time, (iii) the Board of Directors of t...
Terms of Options. The term of First Options and Subsequent Options granted hereunder shall be as follows:
Terms of Options. (a) The Option shall be exercisable until the fourth anniversary of the Acquired Shares Closing (“Option Period”), for the Option Shares, which, together with the Acquired Shares, would constitute approximately 49% of the outstanding Common Shares of the Company’s capital stock on a fully-diluted basis. The Option will include appropriate anti-dilution protections so that the Option Shares and Acquired Shares will together constitute approximately 49% of the outstanding Common Shares of the Company’s capital stock on a fully-diluted basis at the time the Option is exercised (assuming that the Acquired Shares have not been sold or transferred by Investor). The total exercise price of the Option Shares shall be $5,040,000, and payment therefor shall be made in cash by wire transfer of immediately available funds to an account designated in writing by the Company upon the closing for the Option Shares (the “Option Shares Closing”). (b) The Option may only be exercised one time and in full during the applicable Option Period.
Terms of Options. The first sentence of Section 4 of each Option ---------------- Agreement is hereby amended by replacing the number of shares of Common Stock each Optionee is entitled to purchase upon exercise of Options with the number of shares of Common Stock appearing beside each such Optionee's name set forth on Schedule A attached hereto. Additionally, the vesting schedule set forth in Section 4 of each Option Agreement is hereby amended by replacing the number of shares of Common Stock set forth below the column captioned "Number of Options Vesting on the Vesting Date" with the number of shares of Common Stock appearing beside each such Optionee's name and set forth below the column captioned "Number of Options Vesting on the Vesting Date" set forth on Schedule A attached hereto.
Terms of Options. Date of the Granting of Options: The date of commencement of work (as defined in the agreement)
Terms of Options. The Option Period shall be five (5) years from the date such Option is granted, or such greater or lesser duration as the Board, on the recommendation of the Committee, or in the case of Delegated Options, the CEO, may determine at the date of grant, and may thereafter be reduced with respect to any such Option as provided in Section 3.6 hereof covering termination of employment or death of the Optionee; provided, however, that at any time the expiry date of the Option Period in respect of any outstanding Option under this Plan should be determined to occur either during a Blackout Period or within ten (10) business days following the expiry of the Blackout Period, the expiry date of such Option Period shall be deemed to be the date that is the tenth (10th) business day following the expiry of the Blackout Period. Unless otherwise determined from time to time by the Board, on the recommendation of the Committee, or, in respect of Delegated Options, by the CEO, Options shall vest and may be exercised (in each case to the nearest full Share) during the Option Period as follows:
