Option Plans. There is no share option plan or similar plan to acquire any additional shares or units or other equity interests, as the case may be, of the Corporation or securities convertible or exercisable into or exchangeable for, or which otherwise confer on the holder thereof any right to acquire, any such additional shares or units or equity interests, as the case may be, except as set forth on Schedule 1.7(a) to this Agreement.
Option Plans. Pursuant to the Option Plans, the Company has ------------ required that participants thereunder must become parties to this Agreement upon exercise of the options and that they will be "Employee Stockholders" hereunder with respect to such shares. In addition, Endo LLC, notwithstanding any requirement set forth in Section 8.5 hereof, can determine that any options granted pursuant to the Option Plans and outstanding and vested as of the option holder's termination of employment with the Company and its subsidiaries shall be deemed to be Com- mon Stock for purposes of Section 2 hereof; provided, however, that appropriate -------- ------- adjustments shall be made to reflect the existence of an exercise price for such options.
Option Plans. 11 Parent.......................................................................1
Option Plans. Effective as of the Effective Time, each outstanding employee stock option or right to acquire shares of Class A Common Stock (each, a "Company Stock Option") granted under the Company's 2000 Stock Plan or the Company's Amended and Restated 2002 Stock Plan (together, the "Company Option Plans"), whether or not then exercisable, shall (a) with respect to the portion thereof that is vested immediately prior to the Effective Time in accordance with the terms of the Company Option Plans as in effect on the date of this Agreement and upon receipt of any necessary optionholder consent, be cancelled in exchange for a single lump sum cash payment equal to (reduced by any applicable withholding tax) the product of (i) the excess, if any, of the Common Stock Merger Consideration over the per share exercise price of such Company Stock Option immediately before the Effective Time and (ii) the number of shares of Class A Common Stock issuable upon exercise of the vested portion of such Company Stock Option immediately before the Effective Time and (b) with respect to the unvested portion thereof (or the vested portion thereof (as described above) to the extent necessary optionholder consent is not obtained) be assumed by Parent and converted into an option to purchase common stock of Parent, par value $0.01 per share ("Parent Common Stock") in accordance with this Section 2.4. Each unvested portion of any Company Stock Option (or the vested portion thereof (as described above) to the extent necessary optionholder consent is not obtained) so converted shall continue to have, and be subject to, the same terms and conditions (including vesting schedule) as set forth in the applicable Company Option Plan and any agreements thereunder immediately prior to the Effective Time, except that, as of the Effective Time, (i) each Company Stock Option shall be exercisable for that number of whole shares of Parent Common Stock equal to the product of the number of Shares that were issuable upon exercise of such Company Stock Option immediately prior to the Effective Time multiplied by 1.2489 (the "Exchange Ratio"), rounded down to the nearest whole number of shares of Parent Common Stock and (ii) the per share exercise price for the shares of Parent Common Stock issuable upon exercise of such Company Stock Option so converted shall be equal to the quotient determined by dividing the exercise price per Share at which such Company Stock Option was exercisable immediately prior to the E...
Option Plans. “Company Option Plans” shall mean: (a) the Company’s 1991 Stock Incentive Plan; and (b) the Company’s 1999 Stock Incentive Plan.
Option Plans. 17 7.3 New Employee Stockholders...................................... 18 7.4 No Other Arrangements or Agreements............................ 18 7.5
Option Plans. (i)Prior to the Closing, the Company shall take any appropriate actions pursuant to the Option Plan (and the underlying option grant agreements) that are necessary to give effect to the provisions of Section 2.6(d) and Section 2.8(c)(v) with respect to Company Options.
Option Plans. 36 Section 7.10
Option Plans. Section 2.10(a)........................ 10 Options........................... Section 8.3(c)......................... 44
Option Plans. The Executive shall be eligible to participate in the Uproar Ltd. Share Option/Share Issuance Plan and such other equity-based compensation arrangements as the Company may make available to its executive employees, in accordance with the terms and conditions of such arrangements as applicable to such other executive employees.
