Example ContractsClausesForfeiture of Options
Forfeiture of Options
Forfeiture of Options contract clause examples

Forfeiture of Options. Unless the Board otherwise determines, any portion of an Initial Option or Subsequent Option which is unvested or unexercisable at the time of a Non-Employee Director’s termination of service on the Board as a Non-Employee Director shall be immediately forfeited upon such termination of service and shall not thereafter become vested and exercisable. All of a Non-Employee Director’s Initial Options and Subsequent Options shall vest in full immediately prior to the occurrence of a Change in Control (as defined in the Equity Plan), to the extent outstanding at such time.

Forfeiture of Options. Unless the Board otherwise determines, any portion of an Initial Option, Subsequent Option or Elective Option which is unvested or unexercisable at the time of a Non-Employee Director’s termination of service on the Board as a Non-Employee Director, or in the applicable position, shall be immediately forfeited upon such termination of service and shall not thereafter become vested and exercisable. All of a Non-Employee Director’s Initial Options and Subsequent Options shall vest in full immediately prior to the occurrence of a Change in Control (as defined in the Equity Plan), to the extent outstanding at such time.

Forfeiture of Options. Unless the Board otherwise determines, any portion of an Option which is unvested or unexercisable at the time of a Non-Employee Director’s termination of service on the Board as a Non-Employee Director shall be immediately forfeited upon such termination of service and shall not thereafter become vested and exercisable. All of a Non-Employee Director’s Options shall vest in full immediately prior to the occurrence of a Change in Control (as defined in the Equity Plan), to the extent outstanding at such time.

Forfeiture of EPOP Options. Employee’s 99,930 unvested “EPOP” time-based stock options granted by Parent in 2019 ($18.60 exercise price) shall immediately expire on the Separation Date.

Forfeiture of Options/Recovery of Options Gains. Pursuant to any recoupment policy the Company establishes as in effect from time to time, the Company may forfeit an Option Holder’s Options, recover shares of Common Stock issued in connection with an Option, or recover any option gain realized or obtained by the Option Holder or any transferee resulting from the exercise of any Options. In addition, the Company may assert any other remedies that may be available to the Company, including, without limitation, those available under Section 304 of the Sarbanes-Oxley Act of 2002.

Stock; Forfeiture of Time-Based Options. The Parties agree that Employee holds no stock options or other Company equity awards other than the Options indicated on [Schedule 1]. Notwithstanding any contrary provision of this Agreement or the Stock Agreements, as of the Effective Date, Employee agrees to permanently forfeit the portion of each Time-Based Option that is or was unvested as of the Termination Date. “Time-Based Option” means each Option other than the Performance-Based Option. “Performance-Based Option” means the Option to purchase 49,000 shares granted to Employee on August 12, 2020. As a result, the Parties agree that for purposes of determining the number of shares of the Company’s common stock that Employee is entitled to purchase from the Company pursuant to the exercise of outstanding Time-Based Options, Employee will be considered to have vested only up to and including the Termination Date. The Company agrees that Employee’s Performance-Based Options will remain outstanding and eligible to vest through the Consulting Period while Employee remains in service to the Company (or any subsidiary of the Company) in accordance with the terms of the related Stock Agreements. Notwithstanding the foregoing, in the event of a Corporate Transaction (as defined in the 2015 Plan) that occurs during the Consulting Period while Employee remains in service to the Company, one hundred percent (100%) of the then unvested shares subject to the then-outstanding Performance-Based Option will vest in full as of immediately prior to such Corporate Transaction. The foregoing constitutes an amendment to each Option. The exercise of Employee’s vested Options and shares acquired thereunder shall continue to be governed by the terms and conditions of the applicable Stock Agreements as modified by this Agreement. For the avoidance of doubt, Employee acknowledges that Employee will not be granted additional Company equity awards during the Consulting Period. Employee acknowledges that pursuant to the Internal Revenue Code of 1986, as amended (the “Code”), 3 months immediately after the Termination Date, any Options that remain outstanding and which qualify as an “incentive stock option” (an “ISO”) under Section 422 of the Code as of the Termination Date shall, immediately following such 3-month period, automatically cease to be treated as an ISO and shall instead thereafter be treated for tax purposes a nonstatutory stock option (“NSO”), to the extent any such ISOs remain outstanding, do not cease to be treated as an ISO sooner, and are not exercised within such 3-month period. Employee acknowledges that for each NSO held by Employee, upon exercise, such NSO shall be subject to all applicable tax withholdings, which shall be Employee’s sole responsibility. Employee agrees and acknowledges that Employee is solely responsible for keeping track of the relevant exercise period applicable to each Option or any deadline to exercise any ISOs, and that the Company is not responsible for reminding Employee of such periods or their expiration. For the avoidance of doubt, Employee’s Service (as defined in the 2015 Plan) shall be considered to terminate as of the Service Separation Date for purposes of determining the time period in which Employee may exercise his vested Options.

Forfeiture. Notwithstanding the foregoing, your right to receive the payments and benefits to be provided to you under this Section 2 beyond those described in [Subsection 2(a)], above, is conditioned upon your performance of the obligations stated in Sections 3-6, below, and upon your breach of any such obligations, you will immediately return to the Corporation the amount of such payments and benefits and you will no longer have any right to receive any such payments or benefits.

Forfeiture. If at any time any of the following events occur: # Grantee’s conviction of a felony other than a traffic violation; ‎(ii)‎ Grantee’s commission of any act or acts of personal dishonesty intended to ‎result in ‎personal enrichment to Grantee to the material detriment of the Company;‎ ‎(iii) a failure to perform assigned duties,‎ provided that such failure has continued for more than ten (10) days after the Board of Directors or the ‎Chief Executive Officer of the Company has given written notice of such failure;‎ ‎(iv)‎ any willful misconduct by the Grantee which materially affects the business ‎reputation ‎of the Company; ‎(v) breach in any material respect by the Grantee of any provision of any ‎employment, ‎consulting, advisory, nondisclosure, non-competition, proprietary information, or ‎other similar agreement ‎between the Grantee and the Company; or ‎(vi)‎ Grantee’s material violation of the Company’s code of conduct‎,‎ then the unvested Restricted Stock Units shall be forfeited to the Company effective as of the date on which the Grantee entered into such activity, unless terminated sooner by operation of another term or condition of this Award Agreement or the Plan.

Forfeiture. For greater certainty, and without limiting the generality of any section of this Plan, any reduction, cancellation, forfeiture, or recoupment from a Participant (a “ Forfeiting Participant”) of any Common Shares issued to such Forfeiting Participant in connection with an Award (whether pursuant to [Sections 8.2 or 12] or otherwise) (each such occurrence, a “ Forfeiture”) shall take effect as a purchase of such Common Shares by the Company as a matter of Bermuda law such that:

Forfeiture. In the event of Participant’s Termination of Service for any reason, Participant will immediately and automatically forfeit to the Company any Shares that are not Vested Shares (the “Unvested Shares”) at the time of Participant’s Termination of Service, except as otherwise determined by the Administrator or provided in a binding written agreement between Participant and the Company. Upon forfeiture of Unvested Shares, the Company will become the legal and beneficial owner of the Unvested Shares and all related interests and Participant will have no further rights with respect to the Unvested Shares.

Next results

Draft better contracts
faster with AllDrafts

AllDrafts is a cloud-based editor designed specifically for contracts. With automatic formatting, a massive clause library, smart redaction, and insanely easy templates, it’s a welcome change from Word.

And AllDrafts generates clean Word and PDF files from any draft.