Administration of the Option Sample Clauses

Administration of the Option. The Option shall be administered by the Board of Directors. All decisions of the Board of Directors with respect to the Plan shall be final, conclusive and binding upon all parties, including the Company, its shareholders, Participants and any Beneficiaries thereof, unless determined by a court having jurisdiction to be arbitrary and capricious.
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Administration of the Option. (a) The Committee shall have full discretionary authority to administer the Option, including discretionary authority to interpret and construe any and all provisions of the Award Agreement. On or after the date of grant of the Option, the Committee may (i) accelerate the date on which the Option becomes vested or exercisable, (ii) extend the period following a termination of the Participant’s employment during which the Option may remain outstanding, or (iii) waive any conditions to the vesting or exercisability of the Option; provided that the Committee shall not have any such authority to the extent that the grant or exercise of such authority would cause any tax to become due under Section 409A of the Code or any other applicable law. Decisions of the Committee shall be final, binding and conclusive on all parties.
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Administration of the Option. (a) The Committee shall have full discretionary authority to administer the Option, including discretionary authority to interpret and construe any and all provisions of the Award Agreement. On or after the date of grant of the Option, the Committee may (i) accelerate the date on which the Option becomes vested or exercisable, (ii) extend the period following a termination of the Participant’s directorship during which the Option may remain outstanding, or
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Administration of the Option. 7.01 Subject to Sections 3.01.1, 3.02 and DUKE’s publication rights under Section 7.02, during the term of an Option Year, DUKE shall not market, disclose or license any Option IP disclosed in that Option Year to any third party or take any other action that would impact its ability to grant the licenses contemplated by this Option Agreement. OLV represents that as of the Effective Date, has the right to grant the rights set forth in this Option Agreement and each DUKE License Amendment to Licensee; provided, however, that the foregoing is not intended to function as a representation of title or non-infringement.
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Administration of the Option. The Board of Directors shall have the authority, in its reasonable discretion to (a) determine the Fair Market Value of shares of Common Stock, in accordance with Section 13 below; (b) to construe and interpret the terms and conditions of the award granted hereunder, including but not limited to, the time or times when the Option may be exercised, any vesting acceleration, and any restriction or limitation regarding the Option or the shares of Common Stock relating thereto, based in each case on such factors as the Board of Directors, in its sole discretion, shall determine; and (c) to make all other determinations deemed necessary or advisable for administering the Option. The Board of Directors decisions, determinations and interpretations shall be final and binding on Optionee.
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Administration of the Option. (a) The Board shall have authority to administer the terms and conditions of the Option set forth in the Grant Notice and this Agreement.
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Administration of the Option. 7.01 Subject to Sections 3.01.1, 3.02 and UMD’s publication rights under Section 7.02, during the term of an Option Year, UMD shall not market, disclose or license any Option IP disclosed in that Option Year to any third party or take any other action that would impact its ability to grant the licenses contemplated by this Option Agreement. UMD hereby represents that, as of the effective date, it has the right to grant the rights set forth in this Option Agreement and each License Amendment to Licensee; provided, however, that the foregoing is not intended to function as a representation of title or non-infringement.
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Related to Administration of the Option

  • Administration of the Plan The Plan shall be administered by the Option Committee. The Option Committee shall have the authority granted to it under this section and under each other section of the Plan. The Option Committee shall have the authority, in its sole discretion, to determine the type or types of Awards to be granted pursuant to the Plan. Such Awards may be granted either alone, in addition to, or in tandem with, any other type of Award. In accordance with and subject to the provisions of the Plan and Rule 16b-3, the Option Committee shall select the Eligible Persons to receive Awards, shall determine (i) the number of shares of Common Stock, Restricted Stock or Restricted Stock Units to be subject to each Award, (ii) the time at which each Award is to be granted, (iii) the extent to which the transferability of shares of Common Stock issued or transferred pursuant to any Award is restricted, (iv) the Fair Market Value of the Common Stock, (v) whether to accelerate the time of exercisability of any Award that has been granted, (vi) the period or periods and extent of exercisability of the Options, and (vii) the manner in which an Option becomes exercisable. In addition, the Option Committee shall fix such other terms of each Option, Restricted Stock Award and Restricted Stock Units as the Option Committee may deem necessary or desirable. The Option Committee shall determine the form, terms and provisions of each Agreement to evidence each Award (which need not be identical). The Option Committee from time to time may adopt such rules and regulations for carrying out the purposes of the Plan as it may deem proper and in the best interests of the Company. The Option Committee shall keep minutes of its meetings and those minutes shall be available to every member of the Board. All actions taken and all interpretations and determinations made by the Option Committee in good faith (including determinations of Fair Market Value) shall be final and binding upon all Participants, the Company and all other interested persons. No member of the Option Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan, and all members of the Option Committee shall, in addition to rights they may have if Directors of the Company, be fully protected by the Company with respect to any such action, determination or interpretation.

  • Termination of the Option The Option shall terminate and may no longer be exercised after the first to occur of (a) the close of business on the Option Expiration Date, (b) the close of business on the last date for exercising the Option following termination of the Participant’s Service as described in Section 7, or (c) a Change in Control to the extent provided in Section 8.

  • Administration of the Trust Section 3.01

  • Administration of Plan The Plan is administered by a Committee appointed by the Company's Board of Directors. The Committee has the authority to construe and interpret the Plan, to make rules of general application relating to the Plan, to amend outstanding options, and to require of any person exercising this option, at the time of such exercise, the execution of any paper or the making of any representation or the giving of any commitment that the Committee shall, in its discretion, deem necessary or advisable by reason of the securities laws of the United States or any State, or the execution of any paper or the payment of any sum of money in respect of taxes or the undertaking to pay or have paid any such sum that the Committee shall in its discretion, deem necessary by reason of the Internal Revenue Code or any rule or regulation thereunder, or by reason of the tax laws of any State.

  • Administration of Agreement 35 31. Severability.............................................................36 32.

  • Administration of Trust The Trustee shall administer the trust of the Indenture and shall perform a substantial part of its obligations relating to each series of Debt Securities and this Indenture at its corporate trust office in the City of New York.

  • Administration of Equipment 24 6.4.1. Records and Schedules of Equipment...................................................................24 6.4.2. Dispositions of Equipment............................................................................24 6.5.

  • Termination of the Plan The Board may suspend or terminate the Plan at any time. No Incentive Stock Options may be granted after the tenth anniversary of the earlier of: (i) the Adoption Date, or (ii) the date the Plan is approved by the Company’s stockholders. No Awards may be granted under the Plan while the Plan is suspended or after it is terminated.

  • Administration of the Trust Fund Section 4.01

  • Compensation of the Agent The Company agrees to pay the Agent for its services under this Agreement in accordance with the schedule as then in effect set forth in Exhibit B of this Agreement or any amendment thereof. In addition, the Company agrees to reimburse the Agent for the following "out-of-pocket" expenses of the Agent within five days after receipt of an itemized statement of such expenses, to the extent that payment of such expenses has not been or is not to be made directly by the Company: (i) costs of stationery, appropriate forms, envelopes, checks, postage, printing (except cost of printing prospectuses, annual and semi-annual reports and proxy materials) and mailing charges, including returned mail and proxies, incurred by the Agent with respect to materials and communications sent to shareholders in carrying out its duties to the Company under this Agreement; (ii) long distance telephone costs incurred by the Agent for telephone communications and microfilm and storage costs for transfer agency records and documents; (iii) costs of all ancillary and supporting services and related expenses (other than insurance premiums) reasonably required by and provided to the Agent, other than by its employees or employees of an affiliate, with respect to functions of the Company being performed by it in its capacity as Agent hereunder, including legal advice and representation in litigation to the extent that such payments are permitted under Paragraph 7 of this Agreement and charges to Agent made by any Subagent; (iv) costs for special reports or information furnished on request pursuant to this Agreement and not specifically required by the Agent by Paragraph 3 of this Agreement; and (v) reasonable costs and expenses incurred by the Agent in connection with the duties of the Agent described in Paragraph (3)(1)(i). In addition, the Company agrees to promptly pay over to the Agent any fees or payment of charges it may receive from a shareholder for services furnished to the shareholder by the Agent. Services and operations incident to the sale and distribution of the Company's shares, including sales communications, confirmations of investments (not including reinvestment of dividends) and the clearing or collection of payments will not be for the account or at the expense of the Company under this Agreement.

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