Common use of Manner of Exercise of Options Clause in Contracts

Manner of Exercise of Options. To exercise the Options granted herein, Optionee shall give written notice to the Corporation at its principal executive office, to the attention of the Secretary of the Corporation, accompanied by a proper notice of exercise setting forth the number of Option Shares with respect to which the Option is to be exercised, and by payment of the Exercise Price in one of the methods permitted by Section 9. Optionee further agrees that in connection with any exercise of all or part of this Option, Optionee shall deliver to the Corporation such sum, if any, as the Corporation deems necessary to satisfy any withholding and other tax obligations resulting from such exercise. Optionee may elect to surrender to the Corporation shares of common stock already owned by Optionee or shares that would otherwise have been acquired upon exercise to fulfill any tax withholding obligation. The date on which the Corporation receives written notice of an exercise hereunder accompanied by payment of the Exercise Price will be considered the date this Option was exercised. Promptly, and in no event more than five business days after receipt of written notice of exercise of all or part of this Option, the Corporation shall deliver to Optionee or such other person a certificate or certificates for the requisite number of Option Shares. Optionee or a permitted transferee of this Option hereunder shall not have any privileges as a stockholder of the Corporation with respect to any stock covered by this Option until the date of issuance of a stock certificate for such Option Shares. Notwithstanding the foregoing, whenever there is a potential that a Change in Control may occur, the Corporation shall assist and cooperate with the Optionee so that the Optionee is permitted, provided he takes the requisite actions that are within his control, to exercise this Option conditionally and satisfy all other requirements which must be met for the Optionee to preserve his rights to participate in the sale, and to ensure that the Optionee (a) fully participates in the sale if the Change in Control occurs and (b) will not be deemed to have exercised this Option if the Change in Control does not occur.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Medpartners Inc)

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Manner of Exercise of Options. To exercise the Options options granted herein, Optionee shall give written notice to the Corporation at its principal executive office, to the attention of the Secretary of the Corporation, accompanied by a proper notice of exercise setting forth the number of Option Shares with respect to which the Option option is to be exercised, and by payment of the Exercise Price in one of the methods permitted by Section 9. Optionee further agrees that in connection with any exercise of all or part of this Optionoption, Optionee shall deliver to the Corporation such sum, if any, as the Corporation deems necessary to satisfy any withholding and other tax obligations resulting from such exercise. Optionee may elect to surrender to the Corporation shares of common stock Common Stock already owned by Optionee or shares that would otherwise have been acquired upon exercise to fulfill any tax withholding obligation. The date on which the Corporation receives written notice of an any exercise hereunder accompanied by payment of the Exercise Price will be considered the date this Option option was exercised. Promptly, and in no event more than five (5) business days after receipt of written notice of exercise of all or part of this Optionoption, the Corporation shall deliver to Optionee or such other person a certificate or certificates for the requisite number of Option Shares. Optionee or such other person a permitted certificate or certificates for the requisite number of Option Shares. Optionee or a transferee of this Option an option hereunder shall not have any privileges as a stockholder of the Corporation with respect to any stock covered by this Option option until the date of issuance of a stock certificate for such Option Shares. Notwithstanding the foregoing, whenever there is a potential that a Change in Control may occur, the Corporation shall assist and cooperate with the Optionee so that the Optionee is permitted, provided he takes the requisite actions that are within his control, to exercise this Option conditionally and satisfy all other requirements which must be met for the Optionee to preserve his rights to participate in the sale, and to ensure that the Optionee (a) fully participates in the sale if the Change in Control occurs and (b) will not be deemed to have exercised this Option if the Change in Control does not occur.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Prime Hospitality Corp)

Manner of Exercise of Options. To exercise the Options granted herein, Optionee shall give written notice to the Corporation at its principal executive office, to the attention of the Secretary of the Corporation, accompanied by a proper notice of exercise setting forth the number of Option Shares with respect to which the Option is to be exercised, and by payment of the Exercise Price in one of the methods permitted by Section 99 8. Optionee further agrees that in connection with any exercise of all or part of this Option, Optionee shall deliver to the Corporation such sum, if any, as the Corporation deems necessary to satisfy any withholding and other tax obligations resulting from such exercise. Optionee may elect to surrender to the Corporation shares of common stock already owned by Optionee or shares that would otherwise have been acquired upon exercise to fulfill any tax withholding obligation. The date on which the Corporation receives written notice of an exercise hereunder accompanied by payment of the Exercise Price will be considered the date this Option was exercised. Promptly, and in no event more than five business days after receipt of written notice of exercise of all or part of this Option, the Corporation shall deliver to Optionee or such other person a certificate or certificates for the requisite number of Option Shares. Optionee or a permitted transferee of this Option hereunder shall not have any privileges as a stockholder of the Corporation with respect to any stock covered by this Option until the date of issuance of a stock certificate for such Option Shares. Notwithstanding the foregoing, whenever there is a potential that a Change in Control may occur, the Corporation shall assist and cooperate with the Optionee so that the Optionee is permitted, provided he takes the requisite actions that are within his control, to exercise this Option conditionally and satisfy all other requirements which must be met for the Optionee to preserve his rights to participate in the sale, and to ensure that the Optionee (a) fully participates in the sale if the Change in Control occurs and (b) will not be deemed to have exercised this Option if the Change in Control does not occur.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Caremark Rx Inc)

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Manner of Exercise of Options. To exercise the Options options granted herein, Optionee shall give written notice to the Corporation at its principal executive office, to the attention of the Secretary of the Corporation, accompanied by a proper notice of exercise setting forth the number of Option Shares with respect to which the Option option is to be exercised, and by payment of the Exercise Price in one of the methods permitted by Section 9. Optionee further agrees that in connection with any exercise of all or part of this Option, option; Optionee shall deliver to the Corporation such sum, if any, as the Corporation deems necessary to satisfy any withholding and other tax obligations resulting from such exercise. Optionee may elect to surrender to the Corporation shares of common stock Common Stock already owned by Optionee or shares that would otherwise have been acquired upon exercise to fulfill any tax withholding obligation. The date on which the Corporation receives written notice of an any exercise hereunder accompanied by payment of the Exercise Price will be considered the date this Option option was exercised. Promptly, and in no event more than five (5) business days after receipt of written notice of exercise of all or part of this Optionoption, the Corporation shall deliver to Optionee or such other person a certificate or certificates for the requisite number of Of Option Shares. Optionee or a permitted transferee of this Option an option hereunder shall not have any privileges as a stockholder of the Corporation with respect to any stock covered by this Option option until the date of issuance of a stock certificate for such Option Shares. Notwithstanding the foregoing, whenever there is a potential that a Change in Control may occur, the Corporation shall assist and cooperate with the Optionee so that the Optionee is permitted, provided he takes the requisite actions that are within his control, to exercise this Option conditionally and satisfy all other requirements which must be met for the Optionee to preserve his rights to participate in the sale, and to ensure that the Optionee (a) fully participates in the sale if the Change in Control occurs and (b) will not be deemed to have exercised this Option if the Change in Control does not occur.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Prime Hospitality Corp)

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