EFFECT ON OPTIONS OF TERMINATION OF SERVICE OTHER THAN FOR CAUSE OR DEATH OR DISABILITY.
Except as otherwise provided in a Participants Option Agreement, in the event of a termination of service (whether as an
Employee, director or Consultant) with the Company or an Affiliate before the Participant has exercised an Option, the following rules apply:
A Participant who ceases to be an Employee, director or Consultant of the Company or of an Affiliate (for any reason other
than termination for Cause, Disability, or death for which events there are special rules in Paragraphs 14, 15, and 16, respectively), may exercise any Option granted to such Participant to the extent that the Option is exercisable on the date of
such termination of service, but only within such term as the Administrator has designated in a Participants Option Agreement.
Except as provided in Subparagraph (c) below, or Paragraph 15 or 16, in no event may an Option intended to be an ISO be
exercised later than three months after the Participants termination of employment.
The provisions of this
Paragraph, and not the provisions of Paragraph 15 or 16, shall apply to a Participant who subsequently becomes Disabled or dies after the termination of employment, director status or consultancy; provided, however, in the case of a
Participants Disability or death within three months after the termination of employment, director status or consultancy, the Participant or the Participants Survivors may exercise the Option within one year after the date of the
Participants termination of service, but in no event after the date of expiration of the term of the Option.
Notwithstanding anything herein to the contrary, if subsequent to a Participants termination of employment, termination
of director status or termination of consultancy, but prior to the exercise of an Option, the Administrator or the Board of Directors determines that, either prior or subsequent to the Participants termination, the Participant engaged in
conduct which would constitute Cause, then such Participant shall forthwith cease to have any right to exercise any Option.
A Participant to whom an Option has been granted under the Plan who is absent from the Company or an Affiliate because of
temporary disability (any disability other than a Disability as defined in Paragraph 1 hereof), or who is on leave of absence for any purpose, shall not, during the period of any such absence, be deemed, by virtue of such absence alone, to have
terminated such Participants employment, director status or consultancy with the Company or with an Affiliate, except as the Administrator may otherwise expressly provide; provided, however, that, for ISOs, any leave of absence granted by the
Administrator of greater than three (3) months, unless pursuant to a contract or statute that guarantees the right to reemployment, shall cause such ISO to become a Non-Qualified Option on the date that
is six (6) months following the commencement of such leave of absence.
Except as required by law or as set forth in
a Participants Option Agreement, Options granted under the Plan shall not be affected by any change of a Participants status within or among the Company and any Affiliates, so long as the Participant continues to be an Employee, director
or Consultant of the Company or any Affiliate.
EFFECT ON OPTIONS OF TERMINATION OF SERVICE FOR CAUSE.
Except as otherwise provided in a Participants Option Agreement, the following rules apply if the Participants
service (whether as an Employee, director or Consultant) with the Company or an Affiliate is terminated for Cause prior to the time that all of such Participants outstanding Options have been exercised:
All outstanding and unexercised Options as of the time the Participant is notified such Participants service is
terminated for Cause will immediately be forfeited.
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