Common use of Manner of Exercising Option Clause in Contracts

Manner of Exercising Option. (a) Subject to the terms and conditions of this Agreement, the Option may be exercised by delivering written notice of exercise to the Company at its principal executive office, to the attention of its President. The notice shall state the election to exercise the Option and the number of Common Shares in respect of which it is being exercised, and shall be signed by the person exercising the Option. If the person exercising the Option is not the Optionee, he or she also shall send with the notice appropriate proof of his or her right to exercise the Option. Such notice shall be accompanied by either: (i) payment (by check, bank draft or money order payable to the Company) of the full purchase price of the Common Shares being purchased; or (ii) certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Plan) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or (iii) a combination of cash and such unencumbered Common Shares. The Optionee shall duly endorse all certificates delivered to the Company pursuant to the foregoing subparagraphs (a)(ii) or (a)(iii) in blank and shall represent and warrant in writing that he or she is the owner of the Common Shares so delivered free and clear of all liens, security interests and other restrictions or encumbrances. (b) As soon as practicable after receipt of the purchase price provided for above, the Company shall deliver to the person exercising the Option, in the name of the Optionee or his or her estate or heirs, as the case may be, a certificate or certificates representing the Common Shares being purchased. The Company shall pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising the Option and all fees and expenses necessarily incurred by the Company in connection therewith. All Common Shares so issued shall be fully paid and nonassessable. Notwithstanding anything to the contrary in this Agreement, the Company shall not be required, upon the exercise of this Option or any part thereof, to issue or deliver any Common Shares prior to the completion of such registration or other qualification of such Common Shares under any State law, rule or regulation as the Company shall determine to be necessary or desirable.

Manner of Exercising Option. (a) Subject to the terms and conditions of this AgreementTo exercise an Option, the Option Holder shall deliver written notice to the Company specifying the number of Option Shares for which the Option is exercised. The purchase of such Option Shares shall take place at the principal offices of the Company within thirty (30) days following delivery of such notice, at which time the Option Price of the Shares shall be paid in full by one or any combination of the methods set forth below and the other conditions to exercise set forth in Section 8(b) shall be satisfied or otherwise waived by the Company. (b) To exercise the Option, Option Holder (or any other person or persons exercising the Option) must: (i) Execute and deliver to the Company the Purchase Agreement. (ii) Pay the aggregate Option Price for the purchased Option Shares in one or more of the following forms (or by any other method approved by the Committee upon the request of the Option Holder): (A) in cash; (B) by certified check, cashier’s check or other check acceptable to the Company, payable to the order of the Company; (C) if expressly permitted by a resolution of the Committee applicable to this Option at the time of exercise (whether such resolution is applicable solely to this Option or is generally applicable to some or all Options outstanding under the Plan), to the extent such Option Price is in excess of the par value of those Shares, by delivering a full-recourse promissory note bearing interest at a market rate and secured by those Option Shares, and the payment schedule in effect for any such promissory note shall be established by the Committee in its sole discretion; or (D) if expressly permitted by a resolution of the Committee applicable to this Option at the time of exercise (whether such resolution is applicable solely to this Option or is generally applicable to some or all Options outstanding under the Plan), by delivery to the Company of certificates representing the number of Shares then owned by the Option Holder, the Fair Market Value of which equals the purchase price of the Shares purchased pursuant to the Option, properly endorsed for transfer to the Company; provided however, that the Option may not be exercised by delivering written notice of exercise delivery to the Company at its principal executive officeof certificates representing Shares, unless such Shares have been held by the Option Holder for more than six (6) months (or such other period of time as the Committee determines is necessary to avoid adverse financial accounting treatment to the attention Company). For purposes of its President. The notice shall state this Plan, the election to Fair Market Value of any Shares delivered in payment of the purchase price upon exercise of the Option and the number of Common Shares in respect of which it is being exercised, and shall be signed by the Fair Market Value as of the Exercise Date. (iii) Furnish to the Company appropriate documentation that the person exercising the Option. If the person or persons exercising the Option is not (if other than Option Holder) have the Optionee, he or she also shall send with the notice appropriate proof of his or her right to exercise the Option. Such notice shall be accompanied by either:. (iiv) payment (by check, bank draft or money order payable to the Company) of the full purchase price of the Common Shares being purchased; or (ii) certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Plan) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or (iii) a combination of cash Execute and such unencumbered Common Shares. The Optionee shall duly endorse all certificates delivered deliver to the Company pursuant such written representations as may be requested by the Company in order for it to comply with the foregoing subparagraphs (a)(ii) or (a)(iii) in blank and shall represent and warrant in writing that he or she is the owner applicable requirements of the Common Shares so delivered free and clear of all liens, security interests and other restrictions or encumbrancesapplicable securities laws. (bv) Make appropriate arrangements with the Company for the satisfaction of all applicable income and employment tax withholding requirements applicable to the option exercise. (c) As soon as practicable practical after receipt the Exercise Date, a properly executed certificate or certificates representing the purchased Option Shares shall be delivered to or at the direction of the purchase price provided for aboveOption Holder. If Options on less than all Option Shares evidenced by this Agreement are exercised, the Company shall deliver to the person exercising the Option, in the name of the Optionee or his or her estate or heirs, as the case may be, a certificate or certificates representing the Common Shares being purchased. The Company shall pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising new stock option agreement evidencing the Option and all fees and expenses necessarily incurred by on the Company in connection therewith. All Common remaining Option Shares so issued shall be fully paid and nonassessable. Notwithstanding anything to the contrary in this Agreement, the Company shall not be required, upon the exercise delivery of this Agreement for the Option or being exercised. (d) In no event may the Option be exercised for any part thereof, to issue or deliver any Common Shares prior to the completion of such registration or other qualification of such Common Shares under any State law, rule or regulation as the Company shall determine to be necessary or desirablefractional shares.

Manner of Exercising Option. (a) Subject to the terms and conditions of this Agreement, the Option may be exercised by delivering or mailing written notice of exercise to the Company CNT at its principal executive office, to marked for the attention of its Presidentthe Human Resources Department. The notice shall state the election to exercise the Option and Option, the number of Common Shares in respect of for which it is being exercised, and shall be signed by the person exercising the Option. If the person exercising the Option is not the OptioneeEmployee, he or she also shall send enclose with the notice appropriate proof of his or her right to exercise the Option. Such The date of exercise of the Option shall be the date that the written notice of exercise with appropriate payment under the following subsection (b) is actually received by the Human Resources Department of CNT. (b) Notice of exercise of the Option shall be accompanied by either: : (i) payment (by check, bank draft certified or money order cashier's check payable to the Companyorder of CNT) of the full purchase price of the Common Shares being purchased; or or (ii) if so permitted by the Committee, certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Plan) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or or (iii) if so permitted by the Committee, a combination of cash and such unencumbered Common Shares. The Optionee purchaser shall duly endorse all certificates delivered to the Company pursuant to CNT under the foregoing subparagraphs subsections (a)(iib)(ii) or (a)(iiiiii) in blank and shall represent and warrant in writing that he or she is the owner of the Common Shares shares so delivered free and clear of all liens, security interests interests, and other restrictions or encumbrances. (bc) As soon as practicable after receipt of the purchase price provided for aboveabove (and any payment required under Section 14), the Company CNT shall deliver to the person exercising the Option, in the name of the Optionee Employee (or his or her estate or heirs, as the case may be, ) a certificate or certificates representing the Common Shares being purchased. The Company CNT shall pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising the Option and all fees and expenses necessarily incurred by the Company CNT in connection therewithwith the exercise of the Option. All Common Shares so issued upon exercise of the Option shall be fully paid and nonassessable. Notwithstanding anything in this Agreement to the contrary in this Agreementcontrary, the Company CNT shall not be required, upon the exercise of this the Option or any part thereof, to issue or deliver any Common Shares prior to the completion of unless such registration issuance has been registered under federal and applicable state securities laws or other qualification of such Common Shares under any State law, rule or regulation as the Company shall determine to be necessary or desirablean exemption therefrom is available.

Manner of Exercising Option. (a) Subject to the terms and conditions of this Agreement, the Option may be exercised by delivering or mailing written notice of exercise to the Company at Real▇▇▇▇▇▇.▇▇▇ ▇▇ its principal executive office, to marked for the attention of its Presidentthe Human Resources Department. The notice shall state the election to exercise the Option and Option, the number of Common Shares in respect of for which it is being exercised, and shall be signed by the person exercising the Option. If the person exercising the Option is not the OptioneeEmployee, he or she also shall send enclose with the notice appropriate proof of his or her right to exercise the Option. Such The date of exercise of the Option shall be the date that the written notice of exercise with appropriate payment under the following subsection (b) is actually received by the Human Resources Department of Real▇▇▇▇▇▇.▇▇▇. (b) Notice of exercise of the Option shall be accompanied by either: : (i) payment (by check, bank draft certified or money order cashier's check payable to the Companyorder of Real▇▇▇▇▇▇.▇▇▇) of ▇▇ the full purchase price of the Common Shares being purchased; or or (ii) if so permitted by the Committee, certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Plan) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or or (iii) if so permitted by the Committee, a combination of cash and such unencumbered Common Shares. The Optionee purchaser shall duly endorse all certificates delivered to the Company pursuant to Real▇▇▇▇▇▇.▇▇▇ ▇▇▇er the foregoing subparagraphs subsections (a)(iib)(ii) or (a)(iiiiii) in blank and shall represent and warrant in writing that he or she is the owner of the Common Shares shares so delivered free and clear of all liens, security interests interests, and other restrictions or encumbrances. (bc) As soon as practicable after receipt of the purchase price provided for aboveabove (and any payment required under Section 12), the Company shall Real▇▇▇▇▇▇.▇▇▇ ▇▇▇ll deliver to the person exercising the Option, in the name of the Optionee Employee (or his or her estate or heirs, as the case may be, ) a certificate or certificates representing the Common Shares being purchased. The Company shall Real▇▇▇▇▇▇.▇▇▇ ▇▇▇ll pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising the Option and all fees and expenses necessarily incurred by Real▇▇▇▇▇▇.▇▇▇ ▇▇ connection with the Company in connection therewithexercise of the Option. All Common Shares so issued upon exercise of the Option shall be fully paid and nonassessable. Notwithstanding anything in this Agreement to the contrary in this Agreementcontrary, the Company shall Real▇▇▇▇▇▇.▇▇▇ ▇▇▇ll not be required, upon the exercise of this the Option or any part thereof, to issue or deliver any Common Shares prior to the completion of unless such registration issuance has been registered under federal and applicable state securities laws or other qualification of such Common Shares under any State law, rule or regulation as the Company shall determine to be necessary or desirablean exemption therefrom is available.

Manner of Exercising Option. (a) Subject to the terms and conditions of this Agreement, the Option may be exercised by delivering written notice of exercise to the Company at its principal executive office, to the attention of its PresidentChief Financial Officer. The notice shall state the election to exercise the Option and the number of Common Shares in respect of which it is being exercised, and shall be signed by the person exercising the Option. If the person exercising the Option is not the Optionee, he or she also shall send with the notice appropriate proof of his or her right to exercise the Option. Such . (b) The notice of exercise shall be accompanied by either: (i) payment (by check, bank draft or money order payable to the Company) of the full purchase price of the Common Shares being purchased; or (ii) . Alternatively, if cashless exercises are permitted by the Committee, such notice may be accompanied by certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Planbelow) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or (iii) purchased or a combination of cash and such unencumbered Common SharesShares in the amount of such purchase price. The Optionee shall duly endorse in blank all certificates delivered to the Company pursuant to the foregoing subparagraphs (a)(ii) or (a)(iii) in blank this subparagraph and shall represent and warrant in writing that he or she is the owner of the Common Shares so delivered free and clear of all liens, security interests and other restrictions or encumbrances. Notwithstanding the other terms and conditions of this subparagraph, the Optionee shall not be permitted to pay any portion of the purchase price of the Shares being purchased with Shares if the Committee believes that payment in such manner could have an adverse effect on the Company's financial statements. (bc) As soon as practicable after receipt of the purchase price provided for above, the Company shall deliver to the person exercising the Option, in the name of the Optionee or his or her estate or heirs, as the case may be, a certificate or certificates representing the Common Shares being purchased. The Company shall pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising the Option and all fees and expenses necessarily incurred by the Company in connection therewith. All Common Shares so issued shall be fully paid and nonassessable. Notwithstanding anything to the contrary in this Agreement, the Company shall not be required, upon the exercise of this Option option or any part thereof, to issue or deliver any Common Shares prior to the completion of such registration or other qualification of such Common Shares under any State law, rule or regulation as the Company shall determine to be necessary or desirable.

Manner of Exercising Option. (a) Subject to the terms and conditions of this Agreement, the Option may be exercised by delivering mailing written notice of exercise to the Company at its principal executive office, to marked for the attention of its PresidentSecretary. The notice shall state the election to exercise the Option and the number of Common Shares in respect of which it is being exercised, exercised and shall be signed by the person exercising the Option. If the person exercising the Option is not the Optionee, he or she shall also shall send with the notice appropriate proof of his or her right to exercise the Option. Such notice shall be accompanied by either: (i) payment (by check, bank draft or money order payable to the Company) of the full purchase price of the Common Shares being purchased; or (ii) certificates for unencumbered Common Shares having an aggregate Fair Market Value (as defined in paragraph 5(c) of the Planbelow) on the date of exercise equal to the purchase price of the Common Shares to be purchased; or (iii) a combination of cash and such unencumbered Common Shares. The Optionee employee shall duly endorse all certificates delivered to the Company pursuant to the foregoing subparagraphs subparagraph (a)(ii) or (a)(iiiiii) in blank and shall represent and warrant in writing that he or she is the owner of the Common Shares shares so delivered free and clear of all liens, security interests and other restrictions or encumbrances. (b) As soon as practicable after receipt of the purchase price provided for above, the Company shall deliver to the person exercising the Option, in the name of the Optionee Optionee, or his or her estate or heirs, as the case may be, a certificate or certificates representing the Common Shares being purchased. The Company shall pay all original issue or transfer taxes, if any, with respect to the issue or transfer of the Common Shares to the person exercising the Option and all fees and expenses necessarily incurred by the Company in connection therewith. All Common Shares so issued shall be fully paid and nonassessable. Notwithstanding anything to the contrary in this Agreement, the Company shall not be required, upon the exercise of this Option or any part thereof, to issue or deliver any Common Shares prior to the completion of such registration or other qualification of such Common Shares under any Federal or State law, rule or regulation as the Company shall determine to be necessary or desirable. (c) For purposes of this paragraph 4, "Fair Market Value" of a Common Share at a specified date shall mean the closing price of a Common Share on the date immediately preceding such date or, if no sale of Common Shares shall have occurred on that date, on the next preceding day on which a sale of the shares occurred, on the composite tape for New York Stock Exchange listed shares or, if the shares are not quoted on the composite tape for New York Stock Exchange listed shares, on the principal United States Securities Exchange registered under the Securities Exchange Act of 1934, as amended, on which the shares are listed, or, if the shares are not listed on any such exchange, on The Nasdaq Stock Market or, if the shares are not quoted on The Nasdaq Stock Market, the mean between the closing "bid" and the closing "asked" quotation of a Common Share on the date immediately preceding the date as of which such Fair Market Value is being determined, or, if no closing bid or asked quotation is made on that date, on the next preceding day on which a quotation is made, on the National Association of Securities Dealers, Inc. Automated Quotations System or any system then in use. Notwithstanding anything stated in this paragraph, if the applicable securities exchange or system has closed for the day by the time the determination is being made, all references in this paragraph to the date immediately preceding the date in question shall be deemed to be references to the date in question.