Common use of Transfer of the Option Clause in Contracts

Transfer of the Option. (a) As of the Effective Date, the Transferor hereby transfers to the Transferee the Option (the “Transfer”) and the Transferee hereby accepts the transfer of the Option by the Transferor. (b) The Transferee and the Transferor acknowledge and agree that the Transferee shall be bound by all of the terms and conditions of the Plan and the Stock Option Agreement as if the Transferee were the Grantee (as named in the Stock Option Agreement) and as if the Transferee had accepted the Stock Option Agreement; provided, however, that references in the Plan and the Stock Option Agreement to (A) the service of the Optionee or (B) the termination of service of the Optionee shall be deemed to continue to be references to (X) the service of the Transferor or (Y) the termination of service of the Transferor, as applicable, and the Transferor shall remain responsible for any withholding taxes that may be due in connection with the exercise or other disposition of the Option. (c) The Company consents to the Transfer in accordance with Section 15.3 of the Plan and the section of the Stock Option Agreement entitled “Non-Transferability of Option”. Except as expressly set forth in this Section 1(c), nothing in this Agreement shall be deemed a waiver of any of the Company’s rights under the Plan or the Stock Option Agreement, including with respect to the Company’s rights to withhold consent, in its discretion, to future transfers.

Appears in 1 contract

Sources: Non Qualified Stock Option Transfer Agreement (Celcuity Inc.)

Transfer of the Option. (a) As of the Effective Date, the Transferor hereby transfers to the Transferee the Option (the “Transfer”) and the Transferee hereby accepts the transfer of the Option by the Transferor. (b) The Transferee and the Transferor acknowledge and agree that the Transferee shall be bound by all of the terms and conditions of the Plan and the Stock Option Agreement as if the Transferee were the Grantee (as named in the Stock Option Agreement) and as if the Transferee had accepted the Stock Option Agreement; provided, however, that references in the Plan and the Stock Option Agreement to (A) the service of the Optionee Grantee or (B) the termination of service of the Optionee Grantee shall be deemed to continue to be references to (X) the service of the Transferor or (Y) the termination of service of the Transferor, as applicable, and the Transferor shall remain responsible for any withholding taxes that may be due in connection with the exercise or other disposition of the Option. (c) The Company consents to the Transfer in accordance with Section 15.3 8.10 of the Plan and the section of the Stock Option Agreement entitled “Non-Transferability Transfer of Option”. Except as expressly set forth in this Section 1(c), nothing in this Agreement shall be deemed a waiver of any of the Company’s rights under the Plan or the Stock Option Agreement, including with respect to the Company’s rights to withhold consent, in its discretion, to future transfers.

Appears in 1 contract

Sources: Non Qualified Stock Option Transfer Agreement (Walker & Dunlop, Inc.)

Transfer of the Option. (a) As of the Effective Date, the Transferor hereby transfers to the Transferee the Option (the “Transfer”) and the Transferee hereby accepts the transfer of the Option by the Transferor. (b) The Transferee and the Transferor acknowledge and agree that the Transferee shall be bound by all of the terms and conditions of the Plan and the Stock Option Agreement as if the Transferee were the Grantee Grantee[ (as defined in the Plan)/Optionee]1 (as named in the Stock Option Agreement) and as if the Transferee had accepted the Stock Option Agreement; provided, however, that references in the Plan and the Stock Option Agreement to (A) the service of the Optionee Grantee[/Optionee]2 or (B) the termination of service of the Optionee Grantee[/Optionee]3 shall be deemed to continue to be references to (X) the service of the Transferor or (Y) the termination of service of the Transferor, as applicable, and the Transferor shall remain responsible for any withholding taxes that may be due in connection with the exercise or other disposition of the Option. 1 NTD: Include for transfers under 2010 Plan only. 2 NTD: Include for transfers under 2010 Plan only. 3 NTD: Include for transfers under 2010 Plan only. (c) The Company consents to the Transfer in accordance with Section 15.3 8.10 of the Plan and the section of the Stock Option Agreement entitled “Non-Transferability Transfer of Option”. Except as expressly set forth in this Section 1(c), nothing in this Agreement shall be deemed a waiver of any of the Company’s rights under the Plan or the Stock Option Agreement, including with respect to the Company’s rights to withhold consent, in its discretion, to future transfers.

Appears in 1 contract

Sources: Non Qualified Stock Option Transfer Agreement (Walker & Dunlop, Inc.)