Common use of Stock Option Matters Clause in Contracts

Stock Option Matters. (a) Parent will make available, under a presently effective Form S-8 registration statement or such additional effective registration statements as it may file with the Securities and Exchange Commission in the future, a sufficient number of shares of Parent Common Stock issuable upon exercise of the Substituted Parent Options, and will use commercially reasonable efforts to maintain the effectiveness of such registration statement or registration statements for so long as shares of Parent Common Stock are issuable pursuant to Substituted Parent Options. Parent will give holders of Substituted Parent Options notice of their new awards within 15 business days after the Effective Time. (b) Prior to the Effective Time, the Company (including through its board of directors or a duly authorized committee thereof) will use commercially reasonable efforts to effect the treatment of Company Stock Options as set forth in this Agreement, including obtaining any necessary written consents from Option Holders pursuant to a form prepared by the Company and reviewed by Parent with respect to the treatment of Company Stock Options as set forth in this Agreement, to (i) allow for conversion to cash of each Vested In the Money Company Stock Option as provided in Section 1.7.1(c)(i); (ii) allow for substitution of Unvested In the Money Company Stock Options held by Continuing Employees as provided in Section 1.7.1(c)(iii); and (iii) cancel, at the Effective Time, all Company Stock Options that are not, as of the Effective Time, In the Money Company Stock Options and all Unvested In the Money Company Stock Options held by Persons other than Continuing Employees. (c) Prior to the Effective Time, the Company will give notice to each holder of Company Stock Options describing the treatment of such Company Stock Options in the Merger.