Common use of Time and Manner of Exercise of Option Clause in Contracts

Time and Manner of Exercise of Option. 3.1 The Option shall not be exercisable prior to 11/03/2019 and, thereafter, shall be exercisable in full. Shares Becoming Available On or After for Exercise 11/03/2019 200,000 Not withstanding the foregoing, the Option shall not be exercisable until such time that the Optionee and the Company have duly executed all of the agreements required at the time of grant of the Option by the Company for 1) full-time employment by the Company, if the Optionee is an employee of the Company, including, but not limited to, the Company's Employee Invention, Non-Disclosure and Non-Competition Agreement, or 2) consultancy by the Company, if the optionee is a consultant to the Company, including, but not limited to, the Company's Consultant Agreement, or 3) directorship of the Company, if the Optionee is a director of the Company, including, but not limited to, the Company's Confidentiality and Non-Competition Agreement. In the event of a corporate transaction, including a merger or reorganization, whereby the holders of the outstanding shares of common stock of the Company before the transaction fail to have a beneficial interest of 51 percent or more of the shares of outstanding common stock of the Company or its successor (or its ultimate parent) after the consummation of the transaction, and within 12 months of the consummation of the transaction, the Optionee’s employment is involuntarily terminated, the Option shall become immediately exercisable and shall be vested as if the Optionee had remained employed by the Company for two additional years beyond the actual date of termination of the Optionee’s employment with the Company. For purposes

Appears in 1 contract

Sources: Stock Option Agreement (Cognex Corp)

Time and Manner of Exercise of Option. 3.1 The Option shall not be exercisable prior to 11/03/2019 11/03/2020 and, thereafter, shall be exercisable in full. Shares Becoming Available On or After for Exercise 11/03/2019 11/03/2020 200,000 Not withstanding Notwithstanding the foregoing, the Option shall not be exercisable until such time that the Optionee and the Company have duly executed all of the agreements required at the time of grant of the Option by the Company for 1) full-time employment by the Company, if the Optionee is an employee of the Company, including, but not limited to, the Company's Employee Invention, Non-Disclosure and Non-Competition Agreement, or 2) consultancy by the Company, if the optionee is a consultant to the Company, including, but not limited to, the Company's Consultant Agreement, or 3) directorship of the Company, if the Optionee is a director of the Company, including, but not limited to, the Company's Confidentiality and Non-Competition Agreement. In the event of a corporate transaction, including a merger or reorganization, whereby the holders of the outstanding shares of common stock of the Company before the transaction fail to have a beneficial interest of 51 percent or more of the shares of outstanding common stock of the Company or its successor (or its ultimate parent) after the consummation of the transaction, and within 12 months of the consummation of the transaction, the Optionee’s employment is involuntarily terminated, the Option shall become immediately exercisable and shall be vested as if the Optionee had remained employed by the Company for two additional years beyond the actual date of termination of the Optionee’s employment with the Company. For purposespurposes hereof, the Optionee’s employment is considered to be involuntarily terminated if the Company or its successor

Appears in 1 contract

Sources: Stock Option Agreement (Cognex Corp)