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tion, the Optionholder does not exercise his or her Option within the time specified herein or in the Option Agreement (as
            applicable), the Option shall terminate.

                          (ix)   Extension of Termination Date.  An Optionholder’s Option Agreement may provide that, if the
            exercise of the Option following the termination of the Optionholder’s Service (other than upon the Optionholder’s death or
            Disability) would be prohibited at any time solely because the issuance of shares of Common Stock would violate the registra-
            tion requirements under the Securities Act, then the Option shall terminate on the earlier of (i) the expiration of the term of
            the Option set forth in the Option Agreement or (ii) the expiration of a period of three months after the termination of the
            Optionholder’s Service during which the exercise of the Option would not be in violation of such registration requirements.

                          (x)    Disability of Optionholder.  In the event that an Optionholder’s Service terminates as a result
            of the Optionholder’s Disability, the Optionholder may exercise his or her Option (to the extent that the Optionholder was
            entitled to exercise such Option as of the date of termination), but only within such period of time ending on the earlier of (i)
            the date twelve months following such termination (or such longer or shorter period specified in the Option Agreement) or
            (ii) the expiration of the term of the Option as set forth in the Option Agreement. If, after termination, the Optionholder does
            not exercise his or her Option within the time specified herein, the Option shall terminate.
                          (xi)   Death of Optionholder.  In the event (i) an Optionholder’s Service terminates as a result of the
            Optionholder’s death or (ii) the Optionholder dies within the period (if any) specified in the Option Agreement after the
            termination of the Optionholder’s Service for a reason other than death, then the Option may be exercised (to the extent
            the Optionholder was entitled to exercise such Option as of the date of death) by the Optionholder’s estate, by a person who
            acquired the right to exercise the Option by bequest or inheritance or by a person designated to exercise the Option upon the
            Optionholder’s death pursuant to subsection 6(a)(v) or 6(a)(vi), but only within the period ending on the earlier of (1) the
            date twelve months following the date of death (or such longer or shorter period specified in the Option Agreement) or (2) the
            expiration of the term of such Option as set forth in the Option Agreement. If, after death, the Option is not exercised within
            the time specified herein, the Option shall terminate.

            7.     PROVISIONS OF STOCK AWARDS OTHER THAN OPTIONS.
                   (a)    Stock Bonus Awards.  Each stock bonus agreement shall be in such form and shall contain such terms and
            conditions as the Board shall deem appropriate. The terms and conditions of stock bonus agreements may change from time to
            time, and the terms and conditions of separate stock bonus agreements need not be identical, but each stock bonus agreement
            shall include (through incorporation of provisions hereof by reference in the agreement or otherwise) the substance of each of
            the following provisions:

                          (i)    Consideration.  A stock bonus may be awarded in consideration for past services actually rendered
            to or for the benefit of the Company or an Affiliate.

                          (ii)   Vesting Generally.  Shares of Common Stock awarded under the stock bonus agreement may,
            but need not, be subject to a share repurchase option in favor of the Company in accordance with a vesting schedule to be
            determined by the Board.  Notwithstanding the foregoing, unless the stock bonus agreement otherwise provides, all shares
            subject to the agreement shall become fully vested upon the occurrence of a Corporate Transaction.

                          (iii)   Termination of Service.  In the event a Participant’s Service terminates, the Company may
            reacquire any or all of the shares of Common Stock held by the Participant which have not vested as of the date of termination
            under the terms of the stock bonus agreement. The Company will not exercise its repurchase option until at least six months
            (or such longer or shorter period of time required to avoid a charge to earnings for financial accounting purposes) have
            elapsed following receipt of the stock bonus unless otherwise specifically provided in the stock bonus agreement.

                          (iv)   Transferability.  Rights to acquire shares of Common Stock under the stock bonus agreement shall
            be transferable by the Participant only upon such terms and conditions as are set forth in the stock bonus agreement, as the
            Board shall determine in its discretion, so long as Common Stock awarded under the stock bonus agreement remains subject
            to the terms of the stock bonus agreement.

                   (b)    Restricted Stock Awards.  Each restricted stock purchase agreement shall be in such form and shall contain



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