Outstanding Option Clause Samples

The Outstanding Option clause defines the rights and obligations related to options that have been granted but not yet exercised or expired. Typically, this clause outlines the conditions under which these options remain valid, such as vesting schedules, expiration dates, or the impact of certain events like termination of employment. Its core practical function is to provide clarity and certainty for both the option holder and the issuer regarding the status and treatment of outstanding options, thereby reducing potential disputes or misunderstandings.
Outstanding Option. The option granted to the Optionee under this Agreement shall not be affected by any option previously granted to him to purchase Shares of the Company, if any.
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Outstanding Option. “Outstanding Option” has the meaning set forth in Section 1.9(a)(i).
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Outstanding Option. Each Purchaser hereby acknowledges and consents to the right of the existing holders of the outstanding Series A Preferred Stock and Series B Preferred Stock to exercise their option to purchase up to 800,000 shares of Preferred Stock (collectively, the “Option Shares”) at the liquidation preference of $25.00 per share for an aggregate purchase price of up to $20,000,000 and be issued warrants corresponding to the number of exercised Option Shares of each series of Preferred Stock.
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Outstanding Option. The stock option described in Section 3.3(b) of the Disclosure Schedule shall have been (i) cancelled or (ii) exercised in full concurrent with or immediately prior to the Closing and the shares issuable pursuant to the exercise of the option shall have been acquired by the Buyer as contemplated in Section 3.3(b) of the Disclosure Schedule.
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Outstanding Option. An Option that has been formally granted by a corporation and is not cancelled exercised or expired.
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Outstanding Option. The Option granted to Employee under this Agreement may be exercised notwithstanding the existence of any option previously or subsequently granted to him to purchase shares of Common Stock of the Corporation at a price (determined as of this date) higher than the option price under the option herein granted to Employee.
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Outstanding Option. The Buyer shall have received evidence in form and substance reasonably satisfactory to the Buyer that the option to purchase 1.5% of the limited liability company interests of the Company held by Jan ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ has been canceled.
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Related to Outstanding Option

  • Outstanding Equity Awards Executive’s outstanding equity awards shall remain outstanding following the Effective Date in accordance with their terms, provided, that to the extent any term of this Agreement is more favorable to Executive, including in respect to accelerated vesting, the more favorable terms of this Agreement shall control.

  • Outstanding Warrants The Warrants outstanding at any time are all Warrants evidenced on all Warrant Certificates authenticated by the Warrant Agent except for those canceled by it and those delivered to it for cancellation. A Warrant ceases to be outstanding if the Company or an Affiliate of the Company holds the Warrant. If a Warrant Certificate is replaced pursuant to Section 2.06, the Warrants evidenced thereby cease to be outstanding unless the Warrant Agent and the Company receive proof satisfactory to them that the replaced Warrant Certificate is held by a bona fide purchaser.

  • Outstanding Shares Priveco will have no more than 100 shares of Priveco Common Stock issued and outstanding on the Closing Date.

  • Top-Up Option (a) The Company hereby grants to Sub an irrevocable option (the “Top-Up Option”), exercisable only on the terms and conditions set forth in this Section 1.10, to purchase at a price per share equal to the greater of (i) the last reported sale price of a Share on The Nasdaq Stock Market on the last trading day prior to the date on which the Top-Up Option is exercised or (ii) the Closing Amount, newly issued Shares (the “Top-Up Shares”) so that, when added to the number of Shares owned by Sub prior to the exercise of the Top-Up Option, Sub will own at least ninety percent (90%) of the Shares outstanding immediately after the issuance of the Top-Up Shares (not including in the Shares owned by Sub any Shares tendered pursuant to unfulfilled guaranteed delivery procedures); provided, however, that (i) the Top-Up Option shall not be exercisable for a number of Shares in excess of the Shares authorized and unissued at the time of exercise of the Top-Up Option and (ii) the Top-Up Option may not be exercised unless, following the Acceptance Time or after a subsequent offering period, seventy percent (70%) or more of the Shares shall be owned by Sub. The Top-Up Option shall be exercisable once at any time following the Acceptance Time and prior to the earlier to occur of (A) the Effective Time and (B) the termination of this Agreement in accordance with its terms. Sub may assign the Top-Up Option and its rights and obligations pursuant to this Section 1.10, in its sole discretion, to Parent. (b) The parties shall cooperate to ensure that the issuance and delivery of the Top-Up Shares complies with all applicable Laws, including compliance with an applicable exemption from registration under the Securities Act. If Sub wishes to exercise the Top-Up Option, Sub shall give the Company written notice, specifying (i) the number of Shares owned by Sub, (ii) a place and a time for the closing of such purchase and (iii) the manner in which Sub intends to pay the applicable purchase price. The Company shall, as soon as practicable following receipt of such notice, deliver written notice to Sub specifying, based on the information provided by Sub in its notice, the number of Top-Up Shares. Prior to the closing of the purchase of the Top-Up Shares, upon Sub’s request, the Company shall use its reasonable best efforts to cause its transfer agent to certify in writing to Sub the number of Shares issued and outstanding (A) as of immediately prior to the exercise of the Top-Up Option and (B) after giving effect to the issuance of the Top-Up Shares. (c) The aggregate purchase price payable for the Top-Up Shares may be paid, at Sub’s option, (i) in cash, (ii) by executing and delivering to the Company a promissory note having a principal amount equal to the balance of the remaining aggregate purchase price, or (iii) a combination thereof, provided that Sub shall use cash for at least the aggregate par value of the Top-Up Shares. The Company Board has approved such consideration for the Top-Up Shares. Any such promissory note shall include the following terms: (1) the maturity date shall be one (1) year after issuance, (2) the unpaid principal amount of the promissory note shall accrue simple interest at a per annum rate of 3.00% and (3) the promissory note may be prepaid in whole or in part at any time, without penalty or prior notice. (d) Parent and Sub acknowledge that the Shares that Sub may acquire upon exercise of the Top-Up Option shall not be registered under the Securities Act and shall be issued in reliance upon an exemption for transactions not involving a public offering. Sub agrees that the Top-Up Option, and the Top-Up Shares to be acquired upon exercise of the Top-Up Option, if any, are being and shall be acquired by Sub for the purpose of investment and not with a view to, or for resale in connection with, any distribution thereof (within the meaning of the Securities Act). (e) The obligation of the Company to deliver Top-Up Shares upon the exercise of the Top-Up Option is subject to the conditions that (i) no provision of any applicable Law and no judgment, injunction, order or decree shall prohibit the exercise of the Top-Up Option or the delivery of the Top-Up Shares in respect of such exercise, (ii) due to the exercise of the Top-Up Option, the number of Shares owned by Parent, Sub and their Affiliates will constitute more than ninety percent (90%) of the number of Shares that will be outstanding on a fully-diluted basis immediately after the issuance of the Top-Up Shares, and (iii) Sub has accepted for payment all Shares validly tendered in the Offer and not withdrawn.

  • Outstanding Stock All issued and outstanding shares of capital stock and equity interests in the Company have been duly authorized and validly issued and are fully paid and non-assessable.