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INTELLON CORPORATION 2007 EQUITY INCENTIVE PLAN NOTICE OF GRANT OF STOCK OPTION

Equity Incentive Plan Agreement

INTELLON CORPORATION 2007 EQUITY INCENTIVE PLAN NOTICE OF GRANT OF STOCK OPTION | Document Parties: INTELLON CORPORATION You are currently viewing:
This Equity Incentive Plan Agreement involves

INTELLON CORPORATION

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Title: INTELLON CORPORATION 2007 EQUITY INCENTIVE PLAN NOTICE OF GRANT OF STOCK OPTION
Governing Law: Florida     Date: 3/3/2009
Industry: Semiconductors     Sector: Technology

INTELLON CORPORATION 2007 EQUITY INCENTIVE PLAN NOTICE OF GRANT OF STOCK OPTION, Parties: intellon corporation
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Exhibit 10.1

INTELLON CORPORATION

2007 EQUITY INCENTIVE PLAN

NOTICE OF GRANT OF STOCK OPTION

Unless otherwise defined herein, the terms used in this Notice of Grant of Stock Option (the “Notice of Grant”) and Terms and Conditions of Stock Option Grant, attached hereto as Exhibit A (together, the “Agreement”) shall be as defined in the 2007 Equity Incentive Plan (the “Plan”).

 

Participant:

 

 

  

Address:

 

 

  

 

 

  

Participant has been granted an Option to purchase Common Stock of the Company, subject to the terms and conditions of the Plan and this Agreement, as follows:

 

Grant Number:

 

 

 

Date of Grant:

 

 

 

Vesting Commencement Date:

 

 

 

Number of Shares Granted:

 

 

 

Exercise Price per Share:

 

$

 

Total Exercise Price:

 

$

 

Type of Option:

 

¨   Incentive Stock Option

 

 

¨   Nonstatutory Stock Option

 

Term/Expiration Date:

 

 

 


Vesting Schedule :

Subject to accelerated vesting as set forth below or in the Plan, this Option will be exercisable, in whole or in part, in accordance with the following schedule:

[VESTING SCHEDULE]

INTELLON CORPORATION


EXHIBIT A

TERMS AND CONDITIONS OF STOCK OPTION GRANT

1. Grant . Effective as of the date of grant set forth in the Notice of Stock Option Grant available on the AST Equity Plan Solutions website (the “Notice of Grant”), Intellon Corporation (the “Company”) hereby grants to the Participant named in the Notice of Grant (the “Participant”) an option (the “Option”) to purchase the number of Shares, as set forth in the Notice of Grant, at the exercise price per Share set forth in the Notice of Grant (the “Exercise Price”), subject to all of the terms and conditions in this Agreement and the Plan, which is incorporated herein by reference. Subject to Section 18(c) of the Plan, in the event of a conflict between the terms and conditions of the Plan and the terms and conditions of this Agreement, the terms and conditions of the Plan will prevail.

If designated in the Notice of Grant as an Incentive Stock Option (“ISO”), this Option is intended to qualify as an Incentive Stock Option under Section 422 of the Code. However, if this Option is intended to be an Incentive Stock Option, to the extent that it exceeds the $100,000 rule of Code Section 422(d) it will be treated as a Nonstatutory Stock Option (“NSO”).

2. Vesting Schedule . Except as provided in Section 3, the Option awarded by this Agreement will vest in accordance with the vesting provisions set forth in the Notice of Grant. Shares scheduled to vest on a certain date or upon the occurrence of a certain condition will not vest in Participant in accordance with any of the provisions of this Agreement, unless Participant will have been continuously a Service Provider from the Date of Grant until the date such vesting occurs.

3. Administrator Discretion . The Administrator, in its discretion, may accelerate the vesting of the balance, or some lesser portion of the balance, of the unvested Option at any time, subject to the terms of the Plan. If so accelerated, such Option will be considered as having vested as of the date specified by the Administrator.

4. Exercise of Option . This Option may be exercised only within the term set out in the Notice of Grant, and may be exercised during such term only in accordance with the Plan and the terms of this Agreement. If, during such term, the Participant ceases to be a Service Provider, the vested portion of this Option will be exercisable for three (3) months after Participant ceases to be a Service Provider, unless such termination is due to Participant’s death or Disability, in which case this Option will be exercisable for twelve (12) months after Participant ceases to be a Service Provider. Where such termination is not due to the Participant’s Disability, the date of termination will be the date that employment ceases, whether the termination is with or without cause or proper notice, whether wrongful or lawful. Notwithstanding the foregoing, in no event may this Option be exercised after the term set out in the Notice of Grant. This Option may be subject to earlier termination as provided in Section 13(c) of the Plan.

This Option is exercisable by delivery of an exercise notice (the “Exercise Notice”), either in the form available on the AST Equity Plan Solutions website, in the form attached as Exhibit B (the “Exercise Notice”), or in a manner and pursuant to such


procedures as the Administrator may determine, which will state the election to exercise the Option, the number of Shares in respect of which the Option is being exercised (the “Exercised Shares”), and such other representations and agreements as may be required by the Company pursuant to the provisions of the Plan. The Exercise Notice will be completed by Participant and delivered to the Company. The Exercise Notice will be accompanied by payment of the aggregate Exercise Price as to all Exercised Shares together with any applicable tax withholding. This Option will be deemed to be exercised upon receipt by the Company of such fully executed Exercise Notice accompanied by such aggregate Exercise Price.

5. Method of Payment . Payment of the aggregate Exercise Price will be by any of the following, or a combination thereof, at the election of Participant:

(a) cash;

(b) check;

(c) consideration received by the Company under a formal cashless exercise program adopted by the Company in connection with the Plan; or

(d) surrender of other Shares which have a Fair Market Value on the date of surrender equal to the aggregate Exercise Price of the Exercised Shares, provided that accepting such Shares, in the sole discretion of the Administrator, will not result in any adverse accounting consequences to the Company.

6. Tax Obligations .

(a) Withholding of Taxes . Notwithstanding any contrary provision of this Agreement, no certificate representing the Shares will be issued to Participant, unless and until satisfactory arrangements (as d


 
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