Home Contract Samples O Option Cancellation Agreement

Option Cancellation Agreement: Definition, Terms, Example

Jump to Section

What is an Option Cancellation Agreement?

An option cancellation agreement is a document that details the terms of an agreement between two parties in which one party can cancel their rights under an existing contract. A typical example of this type of agreement is when a tenant and landlord agree to extend their rental period by another year or term and give either party the right to cancel any time with written notice.

When entering into such agreements, both sides need to understand all aspects to know what obligations each other will have if they choose not to renew the lease. An option cancellation agreement should be reviewed by an attorney familiar with state laws as they can often have different state-to-state requirements.

Common Sections in Option Cancellation Agreements

Below is a list of common sections included in Option Cancellation Agreements. These sections are linked to the below sample agreement for you to explore.

Option Cancellation Agreement Sample

Exhibit 99.1

STOCK OPTION CANCELLATION AGREEMENT

This STOCK OPTION CANCELLATION AGREEMENT (the “Agreement”) is made and entered into as of January 7, 2011 (the “Effective Date”), by and between                                          (the “Optionee”) and ICAGEN, INC., a Delaware corporation (the “Corporation”).

WHEREAS, the Corporation has previously granted to the Optionee stock options (the “Options”) to purchase shares of the Corporation’s common stock, $0.001 par value per share, under the Corporation’s 2004 Stock Incentive Plan (as amended to date, the “Plan”);

WHEREAS, the Optionee believes it to be in the Optionee’s best interest as an employee of the Corporation and in the best interest of the Corporation and its stockholders for the Optionee to voluntarily surrender and cancel certain outstanding Options that the Optionee presently holds, as identified on Exhibit A hereto (the “Cancelled Options”), so that additional shares become available under the Plan which the Corporation may use for future grants of stock options and other equity awards;

WHEREAS, the Optionee desires to surrender the Cancelled Options for cancellation without receiving any cash, equity awards or other consideration and without any expectation to receive, and without imposing any obligation on the Corporation to pay or grant, any cash, equity awards or other consideration presently or in the future in connection with the cancellation of such Cancelled Options; and

WHEREAS, the Corporation is relying on the Optionee’s surrender and cancellation of the Cancelled Options in making administrative determinations regarding the Plan;

NOW, THEREFORE, the parties hereby agree as follows:

 

1. Surrender and Cancellation of Options. The Optionee hereby surrenders the Cancelled Options for cancellation, and the Corporation hereby accepts such surrender and cancellation, effective as of the Effective Date. By execution of this Agreement, the parties have taken all steps necessary to cancel the Cancelled Options.

 

2. No Expectation or Obligation. The Optionee and the Corporation acknowledge and agree that the surrender and cancellation of the Cancelled Options described herein shall be without any expectation of the Optionee to receive, and without imposing any obligation on the Corporation to pay or grant, any cash, equity awards or other consideration presently or in the future in connection with the surrender and cancellation of such Cancelled Options.

 

3. Miscellaneous.

 

  3.1 Reliance. The Optionee acknowledges and agrees that the Corporation is relying on the provisions of Sections 1 and 2 herein in connection with the administration of the Plan including, without limitation, determinations regarding the nature of future grants thereunder.


 

  3.2 Successor and Assigns. This Agreement shall be binding upon, and inure to the benefit of, both parties and their respective successors and assigns.

 

  3.3 Governing Law. This Agreement shall be construed, interpreted and enforced in accordance with the laws of the State of Delaware, without regard to any choice of law principle that would dictate the application of the law of another jurisdiction.

 

  3.4 Counterparts. This Agreement may be executed in several counterparts and all documents so executed shall constitute one agreement, binding on each of the parties hereto, notwithstanding that both of the parties did not sign the original or the same counterparts.

 

  3.5 Headings. The headings of the sections of this Agreement are for convenience of reference only and in no way define, limit or affect the scope or substance of any section of this Agreement.

 

  3.6 Severability. In the event that any provision of this Agreement shall be invalid, illegal or otherwise unenforceable, the validity, legality and enforceability of the remaining provisions shall in no way be affected or impaired thereby.

 

  3.7 Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements and understandings, whether written or oral, relating to the subject matter of this Agreement. The Company and the Optionee have made no promises, agreements, conditions, or understandings relating to this subject matter, either orally or in writing, that are not included in this Agreement.

[Signature Page to Follow]


IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the Effective Date.

 

ICAGEN, INC.

By:  

 

Name:  

 

Title:  

 

OPTIONEE

 

[Name]


EXHIBIT A

Cancelled Options


Reference:
Security Exchange Commission - Edgar Database, EX-99.1 2 dex991.htm FORM OF OPTION CANCELLATION AGREEMENT, Viewed January 27, 2022, View Source on SEC.

Who Helps With Option Cancellation Agreements?

Lawyers with backgrounds working on option cancellation agreements work with clients to help. Do you need help with an option cancellation agreement?

Post a project in ContractsCounsel's marketplace to get free bids from lawyers to draft, review, or negotiate option cancellation agreements. All lawyers are vetted by our team and peer reviewed by our customers for you to explore before hiring.


ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.


How ContractsCounsel Works
Hiring a lawyer on ContractsCounsel is easy, transparent and affordable.
1. Post a Free Project
Complete our 4-step process to provide info on what you need done.
2. Get Bids to Review
Receive flat-fee bids from lawyers in our marketplace to compare.
3. Start Your Project
Securely pay to start working with the lawyer you select.

Meet some of our Option Cancellation Agreement Lawyers

Curt B. on ContractsCounsel
View Curt
5.0 (5)
Member Since:
March 25, 2023

Curt B.

Managing Partner
Free Consultation
Los Angeles, California
12 Yrs Experience
Licensed in CO, DC, FL, IL, WA
UCLA School of Law

Curt Brown has experience advising clients on a variety of franchising, business litigation, transactional, and securities law matters. Mr. Brown's accolades include: - Super Lawyers Rising Star - California Lawyer of the Year by The Daily Journal - Pro Bono Attorney of the Year the USC Public Interest Law Fund Curt started his legal career in the Los Angeles office of the prestigious firm of Irell & Manella LLP, where his practice focused on a wide variety of complex civil litigation matters, including securities litigation, antitrust, trademark, bankruptcy, and class action defense. Mr. Brown also has experience advising mergers and acquisitions and international companies concerning cyber liability and class action defense. He is admitted in California, Florida, D.C., Washington, Illinois, Colorado, and Michigan.

Recent  ContractsCounsel Client  Review:
5.0

"I was very impressed with the responsiveness and knowledge brought to my situation."

Shelia H. on ContractsCounsel
View Shelia
5.0 (12)
Member Since:
March 28, 2023

Shelia H.

Attorney
Free Consultation
Durham, NC
24 Yrs Experience
Licensed in NC
UNC- Chapel Hill School of Law

Shelia A. Huggins is a 20-year North Carolina licensed attorney, focusing primarily on business, contracts, arts and entertainment, social media, and internet law. She previously served on the Board of Visitors for the North Carolina Central University School of Business and the Board of Advisors for the Alamance Community College Small Business Center. Ms. Huggins has taught Business and Entertainment Law at North Carolina Central University’s law school and lectured on topics such as business formation, partnerships, independent contractor agreements, social media law, and employment law at workshops across the state. You can learn more about me here: www.sheliahugginslaw.com www.instagram.com/mslegalista www.youtube.com/mslegalista www.facebook.com/sheliahuugginslaw

Recent  ContractsCounsel Client  Review:
5.0

"I am very grateful for Ms. Huggins unwavering support through my ordeal. Ms. Huggins' showed a deep understanding of my personal situation and demonstrated empathy throughout the legal process. This helped me a great deal to get through this difficult time. I highly recommend this law firm."

Steven S. on ContractsCounsel
View Steven
5.0 (76)
Member Since:
April 7, 2023

Steven S.

Attorney
Free Consultation
New York; Florida
45 Yrs Experience
Licensed in FL, NY
New York Law School

Steven Stark has more than 35 years of experience in business and commercial law representing start-ups as well as large and small companies spanning a wide variety of industries. Steven has provided winning strategies, valuable advice, and highly effective counsel on legal issues in the areas of Business Entity Formation and Organization, Drafting Key Business Contracts, Trademark and Copyright Registration, Independent Contractor Relationships, and Website Compliance, including Terms and Privacy Policies. Steven has also served as General Counsel for companies providing software development, financial services, digital marketing, and eCommerce platforms. Steven’s tactical business and client focused approach to drafting contracts, polices and corporate documents results in favorable outcomes at a fraction of the typical legal cost to his clients. Steven received his Juris Doctor degree at New York Law School and his Bachelor of Business Administration degree at Hofstra University.

Recent  ContractsCounsel Client  Review:
5.0

"Steven was so quick and thorough! I wasn't sure what to expect because this is my first time working with a contract attorney, but he made this process so easy. I was very transparent with his rate and included services. During the consultation call, I felt very comfortable with his skills and knew he was going to put 100% effort into my project. I will definitely hire him again if I have another project!!"

Morgan N. on ContractsCounsel
View Morgan
Member Since:
March 24, 2023

Morgan N.

Attorney
Free Consultation
North Dakota and Minnesota
5 Yrs Experience
Licensed in MN, ND
Mitchell Hamline School of Law

Morgan is a real estate attorney with six years of experience in residential, land, and commercial real estate transactions. He has experience assisting municipalities, businesses, buyers and sellers in real estate related matters. He has worked on various projects including purchase agreements, contract for deed, easements, mortgages, access agreements, contract/lease review and also title review. Prior to entering private practice, Morgan was a Realtor and assisted buyers and sellers in residential sales and closing services. Morgan provides proactive, responsive and dependable work to each client and project.

Bukhari N. on ContractsCounsel
View Bukhari
Member Since:
March 30, 2023

Bukhari N.

Attorney
Free Consultation
Atlanta, Georgia
17 Yrs Experience
Licensed in GA
Howard University School of Law

Bukhari Nuriddin is the Owner of The Nuriddin Law Company, P.C., in Atlanta, Georgia and an “Of Counsel” attorney with The Baig Firm specializing in Transactional Law and Wills, Trusts and Estates. He is an attorney at law and general counsel with extensive experience providing creative, elegant and practical solutions to the legal and policy challenges faced by entrepreneurs, family offices, and municipalities. During his legal careers he has worked with entrepreneurs from a wide array of industries to help them establish and grow their businesses and effectuate their transactional goals. He has helped establish family offices with millions of dollars in assets under management structure their estate plans and philanthropic endeavors. He recently completed a large disparity study for the City of Birmingham, Alabama that was designed to determine whether minority and women-owned businesses have an equal opportunity to participate in city contracting opportunities. He is a trusted advisor with significant knowledge and technical experience for structuring and finalizing a wide variety of complex commercial transactions, estate planning matters and public policy initiatives. Raised in Providence, Rhode Island, Bukhari graduated from Classical High School and attended Morehouse College and Howard University School of Law. Bukhari has two children with his wife, Tiffany, and they live in the Vinings area of Smyrna.

John M. on ContractsCounsel
View John
Member Since:
April 3, 2023

John M.

Co-Managing Attorney
Free Consultation
Middle Tennessee
5 Yrs Experience
Licensed in TN
Nashville School of Law

John has extensive leadership experience in various industries, including hospitality and event-based businesses, then co-founded a successful event bar company in 2016. As co-founder, John routinely negotiated agreements with venues, suppliers, and other external partners, swiftly reaching agreement while protecting the brand and strategic objectives of the company. He leverages his business experience to provide clients with strategic legal counsel and negotiates attractive terms.

Find the best lawyer for your project

Browse Lawyers Now

Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.

View Trustpilot Review

How It Works

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer

Real Estate lawyers by top cities
See All Real Estate Lawyers
Option Cancellation Agreement lawyers by city
See All Option Cancellation Agreement Lawyers

Contracts Counsel was incredibly helpful and easy to use. I submitted a project for a lawyer's help within a day I had received over 6 proposals from qualified lawyers. I submitted a bid that works best for my business and we went forward with the project.

View Trustpilot Review

I never knew how difficult it was to obtain representation or a lawyer, and ContractsCounsel was EXACTLY the type of service I was hoping for when I was in a pinch. Working with their service was efficient, effective and made me feel in control. Thank you so much and should I ever need attorney services down the road, I'll certainly be a repeat customer.

View Trustpilot Review

I got 5 bids within 24h of posting my project. I choose the person who provided the most detailed and relevant intro letter, highlighting their experience relevant to my project. I am very satisfied with the outcome and quality of the two agreements that were produced, they actually far exceed my expectations.

View Trustpilot Review

How It Works

Post Your Project

Get Free Bids to Compare

Hire Your Lawyer

Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call

Find lawyers and attorneys by city