Expiry of Option. Subject to the terms of the Plan (including but not limited to section 7.1(e)(v) of the Plan), the provisions of this Agreement below, and/or any employment or service agreement, offer letter, change in control severance agreement, or any other agreement that, prior to the date of this Agreement, has been entered into between the Optionee and the Company or any subsidiary of the Company or any Affiliate of the Company (such agreement, a “Separate Agreement”), the Option will expire upon the earliest to occur of the following: (1) the Expiry Date; (2) the date which is 90 days after the Optionee ceases to be an “Eligible Person” due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates without Cause or due to voluntary termination of employment by the Optionee (other than Retirement); (3) the date which is 180 days from the date Optionee ceases to be an “Eligible Person” due to Retirement; and (4) the date on which the Optionee ceases to be an “Eligible Person” due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates for Cause or material breach of the Eligible Person’s duty to the Company or any of its subsidiaries or any of its Affiliates; (5) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to disability; and (6) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to death; however, in the event of the death of the Optionee occurring during the time period specified in subsections 2.2(2) and 2.2(4) above, subject to earlier expiry on the Expiry Date, the Option will expire on the date which is 365 days after the date the Optionee ceased to be an “Eligible Person”. For greater certainty for the purpose of this Agreement and the Plan, the date on which the employment of an Optionee is terminated without Cause or pursuant to voluntary resignation shall be deemed to be the last day the Optionee actively works in the business of the Company, any of its subsidiaries or any of its Affiliates (or in the case of an alleged constructive dismissal, the date on which the alleged constructive dismissal is alleged to have occurred), and not during or as of the end of any period following such date during which the Optionee is in receipt of, or entitled to receive, statutory, contractual or common law notice of termination or any compensation in lieu of such notice. Further, and notwithstanding the above, and for greater certainty for the purposes of this Agreement and the Plan, if the Optionee’s employment is terminated by the Company, any of its subsidiaries or any of its Affiliates and prior thereto, concurrently therewith or immediately thereafter the Optionee commences employment with the Company, any of its subsidiaries or any of its Affiliates, as the case may be, the Optionee will not cease to be an “Eligible Person” and the determination of the expiry date of the Option pursuant to subsection 2.2(2) will not apply to such event.
Appears in 1 contract
Sources: Share Option Agreement (Xenon Pharmaceuticals Inc.)
Expiry of Option. Subject to the terms of the Plan (including but not limited to section 7.1(e)(v8.1(e)(iv) of the Plan), ) and the provisions of this Agreement below, and/or any employment or service agreement, offer letter, change in control severance agreement, or any other agreement that, prior to the date of this Agreement, has been entered into between the Optionee and the Company or any subsidiary of the Company or any Affiliate of the Company (such agreement, a “Separate Agreement”), the Option will expire upon the earliest to occur of the following:
(1) the Expiry Date;; 11-Aug-2024
(2) the date which is 90 days after the Optionee ceases to be an “"Eligible Person” " due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates without Cause or due to voluntary termination of employment by the Optionee (other than Retirement);
(3) the date which is 180 30 days from after the date Optionee ceases to be an “"Eligible Person” " due to Retirement; andtermination by the Company with Cause;
(4) the date on which is 3rd anniversary of the date the Optionee ceases to be an “"Eligible Person” " due to termination Retirement, provided that if the Optionee takes on any substitute paid employment or engagement before the date which is the 3rd anniversary of the date when the Optionee ceased to be an "Eligible Person", then the Option will expire on the date when such Optionee takes on such substitute paid employment or engagement (if there is any question on whether certain work amounts to substitute paid employment or engagement, the determination by the Company or any of its subsidiaries or any of its Affiliates for Cause or material breach of Chief People Officer shall be conclusive and binding on the Eligible Person’s duty to the Company or any of its subsidiaries or any of its Affiliates;Optionee); and
(5) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to disability; and
(6) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to death; however, in the event of the death of the Optionee (including death occurring during the time period specified in subsections 2.2(2) and 2.2(4) above), subject to earlier expiry on the Expiry Date, the Option will expire on the date which is 365 days after the date of death of the Optionee ceased to be an “Eligible Person”Optionee. For greater certainty for the purpose of this Agreement and the Plan, the date on which the employment of an Optionee is terminated without Cause or pursuant to voluntary resignation shall be deemed to be the last day the date on which any notice of termination of employment provided to such Optionee actively works in the business of the Company, any of its subsidiaries or any of its Affiliates is stated to be effective (or in the case of an alleged constructive dismissal, the date on which the alleged constructive dismissal is alleged to have occurred), and not during or as of the end of any period following such date during which the Optionee is in receipt of, or entitled to receive, statutory, contractual or common law notice of termination or any compensation in lieu of such notice. Further, and notwithstanding the above, and for greater certainty for the purposes of this Agreement and the Plan, if the Optionee’s employment is terminated by the Company, any of its subsidiaries or any of its Affiliates and prior thereto, concurrently therewith or immediately thereafter the Optionee commences employment with the Company, any of its subsidiaries or any of its Affiliates, as the case may be, the Optionee will not cease to be an “Eligible Person” and the determination of the expiry date of the Option pursuant to subsection 2.2(2) will not apply to such event.10/19/2015 Solium Inc. - Shareworks™
Appears in 1 contract
Sources: Stock Option Agreement (Ritchie Bros Auctioneers Inc)
Expiry of Option. Subject to the terms of the Plan (including but not limited to section 7.1(e)(v) of the Plan), the provisions of this Agreement below, and/or any employment or service agreement, offer letter, change in control severance agreement, or any other agreement that, prior to the date of this Agreement, has been entered into between the Optionee and the Company or any subsidiary of the Company or any Affiliate of the Company (such agreement, a “Separate Agreement”), the Option will expire upon the earliest to occur of the following:
(1) . the Expiry Date;
(2) . the date which is 90 days after the Optionee ceases to be an “Eligible Person” due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates without Cause or due to voluntary termination of employment by the Optionee (other than Retirement);
(3) . the date which is 180 days from the date Optionee ceases to be an “Eligible Person” due to Retirement; and
(4) . the date on which the Optionee ceases to be an “Eligible Person” due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates for Cause or material breach of the Eligible Person’s duty to the Company or any of its subsidiaries or any of its Affiliates;
(5) . the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to disability; and
(6) . the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to death; however, in the event of the death of the Optionee occurring during the time period specified in subsections 2.2(2) and 2.2(4) above, subject to earlier expiry on the Expiry Date, the Option will expire on the date which is 365 days after the date the Optionee ceased to be an “Eligible Person”. For greater certainty for the purpose of this Agreement and the Plan, the date on which the employment of an Optionee is terminated without Cause or pursuant to voluntary resignation shall be deemed to be the last day the Optionee actively works in the business of the Company, any of its subsidiaries or any of its Affiliates (or in the case of an alleged constructive dismissal, the date on which the alleged constructive dismissal is alleged to have occurred), and not during or as of the end of any period following such date during which the Optionee is in receipt of, or entitled to receive, statutory, contractual or common law notice of termination or any compensation in lieu of such notice. Further, and notwithstanding the above, and for greater certainty for the purposes of this Agreement and the Plan, if the Optionee’s employment is terminated by the Company, any of its subsidiaries or any of its Affiliates and prior thereto, concurrently therewith or immediately thereafter the Optionee commences employment with the Company, any of its subsidiaries or any of its Affiliates, as the case may be, the Optionee will not cease to be an “Eligible Person” and the determination of the expiry date of the Option pursuant to subsection 2.2(2) will not apply to such event.
Appears in 1 contract
Sources: Share Option Agreement (Xenon Pharmaceuticals Inc.)
Expiry of Option. Subject to the terms of the Plan (including but not limited to section 7.1(e)(v8.1(e)(iv) of the Plan), ) and the provisions of this Agreement below, and/or any employment or service agreement, offer letter, change in control severance agreement, or any other agreement that, prior to the date of this Agreement, has been entered into between the Optionee and the Company or any subsidiary of the Company or any Affiliate of the Company (such agreement, a “Separate Agreement”), the Option will expire upon the earliest to occur of the following:
(1) the Expiry Date;
(2) the date which is 90 days after the Optionee ceases to be an “"Eligible Person” " due to termination of employment by the Company or any of its subsidiaries or any of its Affiliates without Cause cause or due to voluntary termination of employment by the Optionee (other than Retirement);
(3) the date which is 180 30 days from after the date Optionee ceases to be an “"Eligible Person” " due to Retirement; andtermination by the Company with cause;
(4) the date on which is 3rd anniversary of the date the Optionee ceases to be an “"Eligible Person” " due to termination Retirement, provided that if the Optionee takes on any substitute paid employment or engagement before the date which is the 3rd anniversary of the date when the Optionee ceased to be an "Eligible Person", then the Option will expire on the date when such Optionee takes on such substitute paid employment or engagement (if there is any question on whether certain work amounts to substitute paid employment or engagement, the determination by the Company Chief Executive Officer (or any of its subsidiaries or any of its Affiliates for Cause or material breach of in his absence, the Eligible Person’s duty to Chief Human Resources Officer) shall be conclusive and binding on the Company or any of its subsidiaries or any of its Affiliates;Optionee); and
(5) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to disability; and
(6) the date which is 365 days from the date Optionee ceases to be an “Eligible Person” due to death; however, in the event of the death of the Optionee (including death occurring during the time period specified in subsections 2.2(2) and 2.2(4) above), subject to earlier expiry on the Expiry Date, the Option will expire on the date which is 365 days after the date of death of the Optionee ceased to be an “Eligible Person”Optionee. For greater certainty for the purpose of this Agreement and the Plan, the date on which the employment of an Optionee is terminated without Cause or pursuant to voluntary resignation cause shall be deemed to be the last day the date on which any notice of termination of employment provided to such Optionee actively works in the business of the Company, any of its subsidiaries or any of its Affiliates is stated to be effective (or in the case of an alleged constructive dismissal, the date on which the alleged constructive dismissal is alleged to have occurred), and not during or as of the end of any period following such date during which the Optionee is in receipt of, or entitled to receive, statutory, contractual or common law notice of termination or any compensation in lieu of such notice. Further, and notwithstanding the above, and for greater certainty for the purposes of this Agreement and the Plan, if the Optionee’s employment is terminated by the Company, any of its subsidiaries or any of its Affiliates and prior thereto, concurrently therewith or immediately thereafter the Optionee commences employment with the Company, any of its subsidiaries or any of its Affiliates, as the case may be, the Optionee will not cease to be an “Eligible Person” and the determination of the expiry date of the Option pursuant to subsection 2.2(2) will not apply to such event.
Appears in 1 contract
Sources: Stock Option Agreement (Ritchie Bros Auctioneers Inc)