Common use of Options to Purchase Common Stock Clause in Contracts

Options to Purchase Common Stock. (a) Subject to the approval of the Company’s Board of Directors, the Employee will be granted an incentive stock option (“Option”) to purchase 310 shares of the Company’s Common Stock (as adjusted for any stock dividends, combinations or splits with respect to such shares, the “Shares”). The Option shall be exercisable at the fair market value of the Company’s Common Stock as of the date of grant (the “Exercise Price”). The fair market value of the Company’s Common Stock as of the grant date shall be determined as follows: (a) if such grant is made upon the initial public offering of the Company’s Common Stock (the “IPO”), the fair market value of the Company’s Common Stock will be deemed to be the initial per share price of such Common Stock as set by the underwriters immediately prior to the effective date of of the IPO (the “IPO Price”), or (b) if the IPO has not been consummated on or before July 1, 2007, the fair market value of the Company’s Common Stock will be determined based on an arms’ length valuation of the Company’s Common Stock. The Option shall be issued upon the pricing by the underwriters of the shares of Common Stock to be issued in the IPO; provided, however, if the IPO has not been consummated on or before July 1, 2007, the Company will begin the process of obtaining third party independent valuation of the Company’s Common Stock. In such event, the Option will be issued following receipt by the Company of a final report of such third party independent valuation. The Option will be subject to the terms and conditions of an equity incentive plan to be adopted by the Company (the “Plan”). (b) Subject to the Employee’s continued employment, the Option will vest and become exercisable with respect to twenty-five percent (25%) of the Shares on November 1, 2007 and an additional 1/48th of the total Shares shall vest and become exercisable each month thereafter, such that the Option will be fully vested and exercisable after four (4) years of employment. Notwithstanding the foregoing and subject to the Employee’s continued employment and Section 10 of this Agreement, if the Company undergoes a “Change in Control” (as defined in the Plan), and if, in anticipation of, or during the twelve (12) months following, the Change in Control, the Employee is terminated without Cause or experiences a Constructive Termination pursuant to Section 7(c) of this Agreement, all Shares subject to the Option shall immediately vest and become exercisable. (c) For all purposes of this Agreement, “Change in Control” shall mean any of the following transactions, but only if such transaction constitutes a change in the ownership or effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company, for purposes of Section 409A of the Internal Revenue Code of 1986, as amended:

Appears in 1 contract

Sources: Employment Agreement (CAI International, Inc.)

Options to Purchase Common Stock. (a) Subject to On the approval of the Company’s Board of DirectorsCommencement Date, the Company shall grant to Employee will be granted (i) an incentive stock option (the “Option”) to purchase 310 acquire Two Hundred and Fifty Thousand (250,000) shares of the Company’s Common Stock common stock, par value $.001 per share (as adjusted for any stock dividends, combinations or splits with respect to such shares, the “SharesCommon Stock). The Option shall be exercisable at the fair market value of ) pursuant to the Company’s Common 2009 Stock as of the date of grant (the “Exercise Price”). The fair market value of the Company’s Common Stock as of the grant date shall be determined as follows: (a) if such grant is made upon the initial public offering of the Company’s Common Stock (the “IPO”), the fair market value of the Company’s Common Stock will be deemed to be the initial per share price of such Common Stock as set by the underwriters immediately prior to the effective date of of the IPO (the “IPO Price”), or (b) if the IPO has not been consummated on or before July 1, 2007, the fair market value of the Company’s Common Stock will be determined based on an arms’ length valuation of the Company’s Common Stock. The Option shall be issued upon the pricing by the underwriters of the shares of Common Stock to be issued in the IPO; provided, however, if the IPO has not been consummated on or before July 1, 2007, the Company will begin the process of obtaining third party independent valuation of the Company’s Common Stock. In such event, the Option will be issued following receipt by the Company of a final report of such third party independent valuationIncentive Plan. The Option will vest in equal monthly installments over a period of thirty six months commencing on May 31, 2010 and on the last day of each calendar month thereafter until fully vested and be subject to the terms and conditions of an equity incentive plan the Company’s 2009 Stock Incentive Plan and a stock option agreement substantially in the form annexed to be adopted this Agreement as Exhibit B. As a condition to receiving the Option, Employee shall execute and deliver to the Company the stock option agreement. Notwithstanding the foregoing, if a Change of Control (as defined herein) occurs while Employee is employed with the Company, and Employee’s employment is terminated by the Company other than for Disability, death or cause (as defined herein) within three (3) months before or six (6) months after the “Plan”)effective date of the Change of Control, all Options will automatically vest immediately prior to the termination of Employee’s employment and shall remain exercisable for a period of one (1) year after such termination. (b) Subject As provided in the stock option agreement, any portion of the Option that remains unvested at the time of termination of Employee’s employment (the “Unvested Portion”) shall be extinguished and cancelled and Employee shall have no rights or benefits whatsoever with respect to the Employee’s continued employmentUnvested Portion. Employee represents and warrants that he is acquiring the Option and the shares of Common Stock issuable upon exercise thereof for investment purposes only, and not with a view to distribution thereof. Employee is aware that the Option and such shares may not be registered under the federal or any state securities laws and that, in addition to the other restrictions, the Option and such shares issuable upon exercise thereof will vest and become exercisable with respect not be able to twenty-five percent (25%) of the Shares on November 1, 2007 and be transferred unless an additional 1/48th of the total Shares shall vest and become exercisable each month thereafter, such that exemption from registration is available or the Option will be fully vested and exercisable after four (4) years of employment. Notwithstanding the foregoing and subject to the Employee’s continued employment and Section 10 of this Agreement, if the Company undergoes a “Change in Control” (as defined in the Plan), and if, in anticipation of, or during the twelve (12) months following, the Change in Control, the Employee is terminated without Cause or experiences a Constructive Termination pursuant to Section 7(c) of this Agreement, all Shares subject to the Option shall immediately vest and such shares become exercisableregistered. (c) For all purposes of this Agreement, “Change in Control” shall mean any of the following transactions, but only if such transaction constitutes a change in the ownership or effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company, for purposes of Section 409A of the Internal Revenue Code of 1986, as amended:

Appears in 1 contract

Sources: Employment Agreement (Atrinsic, Inc.)

Options to Purchase Common Stock. (a) Subject to the approval of the Company’s Board of Directors, the Employee will be granted an incentive stock option (“Option”) to purchase 310 shares of the Company’s Common Stock (as adjusted for any stock dividends, combinations or splits with respect to such shares, the “Shares”). The Option shall be exercisable at the fair market value of the Company’s Common Stock as of the date of grant (the “Exercise Price”). The fair market value of the Company’s Common Stock as of the grant date shall be determined as follows: (a) if such grant is made upon the initial public offering of the Company’s Common Stock (the “IPO”), the fair market value Employee will be granted an incentive stock option to purchase that number of shares of the Company’s Common Stock will (the “Shares”) as determined by the Board of Directors (the “Option”). The Option shall be deemed exercisable at a purchase price per share equal to be the initial per share public offering price of such the Company’s Common Stock as set by the underwriters immediately prior to the effective date of effectives of the IPO (the “IPO Price”), or (b) if the IPO has not been consummated on or before July 1, 2007, the fair market value of the Company’s Common Stock will be determined based on an arms’ length valuation of the Company’s Common Stock. The Option shall be issued upon the pricing by the underwriters of the shares of Common Stock to be issued in the IPO; provided, however, if the IPO has not been consummated on or before July 1, 2007, the Company will begin the process of obtaining third party independent valuation of the Company’s Common Stock. In such event, the Option will be issued following receipt by the Company of a final report of such third party independent valuation. The Option will be subject to the terms and conditions of an equity incentive plan to be adopted by the Company prior to the IPO (the “Plan”). (b) Subject to the Employee’s continued employment, the Option will vest and become exercisable with respect to twenty-five percent (25%) of the Shares on November 1, 2007 the one year anniversary of the date of the IPO and an additional 1/48th of the total Shares shall vest and become exercisable each month thereafter, such that the Option will be fully vested and exercisable after four (4) years of employmentyears. Notwithstanding the foregoing and subject to the Employee’s continued employment and Section 10 of this Agreementforegoing, if the Company undergoes a Change in Control” (as defined in Control before Employee’s employment with the Plan)Company has terminated, and if, in anticipation of, or during the twelve (12) months following, the Change in Control, the Employee is terminated without Cause or experiences a Constructive Termination pursuant to Section 7(c6(c) of this Agreement, all Shares subject to the Option shall immediately vest and become exercisable. (c) For all purposes of this Agreement, “Change in Control” shall mean any of the following transactions, but only if such transaction constitutes a change in the ownership or effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company, for purposes of Section 409A of the Internal Revenue Code of 1986, as amended:

Appears in 1 contract

Sources: Employment Agreement (CAI International, Inc.)

Options to Purchase Common Stock. (a) Subject On the Commencement Date, the Company shall grant to Executive (i) an option (the approval “First Option”) to acquire Five Hundred Thousand (500,000) shares of the Company’s Board of Directorscommon stock, par value $.001 per share (the “Common Stock”) pursuant to the Company’s 2009 Stock Incentive Plan and (ii) an option (the “Second Option”, and together with the First Option, the Employee will be granted an incentive stock option (OptionOptions”) to purchase 310 acquire Five Hundred Thousand (500,000) shares of the Company’s Common Stock (as adjusted for any stock dividends, combinations or splits with respect pursuant to such shares, the “Shares”)Company’s 2007 Stock Incentive Plan. The First Option shall will vest in equal monthly installments over a period of thirty six months commencing on January 31, 2010 and on the last day of each calendar month thereafter until fully vested and be exercisable at subject to the fair market value terms and conditions of the Company’s Common 2009 Stock Incentive Plan and a stock option agreement substantially in the form annexed to this Agreement as Exhibit B. The Second Option will vest over a period of four years, with 25% of the Second Option vesting on the first anniversary of the date of grant (this Agreement, and the “Exercise Price”)remaining 75% vesting thereafter in equal monthly installments over a period of thirty six months commencing on January 31, 2011 and on the last day of each calendar month thereafter until fully vested. The fair market value of the Company’s Common Stock as of the grant date shall be determined as follows: (a) if such grant is made upon the initial public offering of the Company’s Common Stock (the “IPO”), the fair market value of the Company’s Common Stock will be deemed to be the initial per share price of such Common Stock as set by the underwriters immediately prior to the effective date of of the IPO (the “IPO Price”), or (b) if the IPO has not been consummated on or before July 1, 2007, the fair market value of the Company’s Common Stock will be determined based on an arms’ length valuation of the Company’s Common Stock. The Option shall be issued upon the pricing by the underwriters of the shares of Common Stock to be issued in the IPO; provided, however, if the IPO has not been consummated on or before July 1, 2007, the Company will begin the process of obtaining third party independent valuation of the Company’s Common Stock. In such event, the Option will be issued following receipt by the Company of a final report of such third party independent valuation. The Second Option will be subject to the terms and conditions of an equity incentive plan the Company’s 2007 Stock Incentive Plan and a stock option agreement substantially in the form annexed to be adopted this Agreement as Exhibit B. As a condition to receiving the Options, Executive shall execute and deliver to the Company the stock option agreements. Notwithstanding the foregoing, if a Change of Control (as defined herein) occurs while Executive is employed with the Company, and Executive’s employment is terminated by the Company other than for Disability, death or cause (as defined herein) or by Executive for good reason (as defined herein) within three (3) months before or six (6) months after the “Plan”)effective date of the Change of Control, all Options will automatically vest immediately prior to the termination of Executive’s employment and shall remain exercisable for a period of one (1) year after such termination. (b) Subject to As provided in the Employeestock option agreements, any portion of the Options that remain unvested at the time of termination of Executive’s continued employment, employment (the Option will vest “Unvested Portion”) shall be extinguished and become exercisable cancelled and Executive shall have no rights or benefits whatsoever with respect to twenty-five percent (25%) the Unvested Portion. Executive represents and warrants that he is acquiring the Options and the shares of the Shares on November 1Common Stock issuable upon exercise thereof for investment purposes only, 2007 and an additional 1/48th of the total Shares shall vest and become exercisable each month thereafter, such not with a view to distribution thereof. Executive is aware that the Option will Options and such shares may not be fully vested registered under the federal or any state securities laws and exercisable after four (4) years of employment. Notwithstanding the foregoing and subject that, in addition to the Employee’s continued employment and Section 10 of this Agreement, if the Company undergoes a “Change in Control” (as defined in the Plan), and if, in anticipation of, or during the twelve (12) months followingother restrictions, the Change in Control, the Employee Options and such shares issuable upon exercise thereof will not be able to be transferred unless an exemption from registration is terminated without Cause available or experiences a Constructive Termination pursuant to Section 7(c) of this Agreement, all Shares subject to the Option shall immediately vest and or such shares become exercisableregistered. (c) For all purposes of this Agreement, “Change in Control” shall mean any of the following transactions, but only if such transaction constitutes a change in the ownership or effective control of the Company, or a change in the ownership of a substantial portion of the assets of the Company, for purposes of Section 409A of the Internal Revenue Code of 1986, as amended:

Appears in 1 contract

Sources: Employment Agreement (Atrinsic, Inc.)