Common use of Additional Grant Clause in Contracts

Additional Grant. ▇▇▇▇▇▇▇▇▇ will be granted a non-qualified option ---------------- to purchase an additional 700,000 shares of the Company's Common Stock under, and pursuant to the terms of, the Company's 1996 Amended and Restated Stock ---------------------------- Option Plan, including without limitation Section 11 thereof, at an exercise ----------------------------------------------- price equal to the fair market value (as determined by the Company's Board of Directors) on the date of grant (currently estimated to be $0.125 per share) (the "Additional Shares"). Such Additional Shares will vest and become ----------------- exercisable as follows, provided ▇▇▇▇▇▇▇▇▇ continues to provide services to the Company: (i) 200,000 shares will vest over a four-year period as follows: Twenty-five percent (25%) of the shares will vest on July 1, 2000 and one-thirty-sixth (1/36th) of the remaining seventy-five percent (75%) of the shares will vest ratably at the end of each month thereafter upon ▇▇▇▇▇▇▇▇▇'▇ completion of each month of service with the Company. (ii) 500,000 shares will vest as follows: (A) 100,000 shares upon the earlier of (A) the closing of a private equity financing with gross proceeds to the Company of at least $20.0 million and (B) June 30, 2006; (B) 200,000 shares upon the earlier of (A) the closing of the Company's initial public offering of Common Stock pursuant to a registration statement filed under the Securities Act of 1933, as amended or upon a "Change in Control" (as defined below) and (B) June 30, 2006; and (C) 50,000 shares upon consummation of each agreement with a corporate or strategic partner (as evidenced by an equity investment or an agreement to collaborate with respect to development, marketing or product offering) up to a maximum of 200,000 shares for four such agreements; provided that in any event such 200,000 shares shall be deemed fully vested on June 30, 2006 if ▇▇▇▇▇▇▇▇▇ is still providing services to the Company.

Additional Grant. ▇▇▇▇▇▇▇▇▇ will be granted a non-qualified ---------------- option ---------------- to purchase an additional 700,000 shares of the Company's Common Stock under, and pursuant to the terms of, the Company's 1996 Amended and Restated Stock ---------------------------- Option Plan, including without limitation Section 11 thereof, at an exercise ----------------------------------------------- price equal to the fair market value (as determined by the Company's Board of Directors) on the date of grant (currently estimated to be $0.125 per share) (the "Additional Shares"). Such Additional Shares will vest and become ----------------- exercisable as follows, provided ▇▇▇▇▇▇▇▇▇ continues to provide services to the Company: (i) 200,000 shares will vest over a four-year period as follows: Twenty-five percent (25%) of the shares will vest on July 1, 2000 and one-thirty-sixth (1/36th) of the remaining seventy-five percent (75%) of the shares will vest ratably at the end of each month thereafter upon ▇▇▇▇▇▇▇▇▇'▇ completion of each month of service with the Company. (ii) 500,000 shares will vest as follows: (A) 100,000 shares upon the earlier of (A) the closing of a private equity financing with gross proceeds to the Company of at least $20.0 million and (B) June 30, 20062003; (B) 200,000 shares upon the earlier of (A) the closing of the Company's initial public offering of Common Stock pursuant to a registration statement filed under the Securities Act of 1933, as amended or upon a "Change in Control" (as defined below) and (B) June 30, 20062003; and (C) 50,000 shares upon consummation of each agreement with a corporate or strategic partner (as evidenced by an equity investment or an agreement to collaborate with respect to development, marketing or product offering) up to a maximum of 200,000 shares for four such agreements; provided that in any event such 200,000 shares shall be deemed fully vested on June 30, 2006 2003 if ▇▇▇▇▇▇▇▇▇ is still providing services to the Company.

Additional Grant. ▇▇▇▇▇▇▇▇▇ Advisor will be granted a non-non- ---------------- qualified option ---------------- to purchase an additional 700,000 125,000 shares of the Company's Common Stock under, and pursuant to the terms of, the Company's 1996 Amended and Restated Stock ---------------------------- Option Plan, including without limitation Section 11 thereofStock, at an exercise ----------------------------------------------- price equal to the fair market value (as determined by the Company's Board of Directors) on the date of grant (currently estimated to be $0.125 per share) (the "Additional Shares"). ----------------- Such Additional Shares will vest and become ----------------- exercisable as follows, provided ▇▇▇▇▇▇▇▇▇ Advisor continues to provide services to the Company: (iA) 200,000 50,000 shares will vest over a four-year period as follows: Twenty-five percent (25%) of the shares will vest on July 1, 2000 and one-thirty-sixth (1/36th) of the remaining seventy-five percent (75%) of the shares will vest ratably at the end of each month thereafter upon ▇▇▇▇▇▇▇▇▇'▇ Advisor's completion of each month of service with the Company. (iiB) 500,000 75,000 shares will vest as follows: (Ai) 100,000 25,000 shares upon the earlier of (A) the closing of a private equity financing with gross proceeds to the Company of at least $20.0 million and (B) June 30, 2006; (Bii) 200,000 25,000 shares upon the earlier of (A) the closing of the Company's initial public offering of Common Stock pursuant to a registration statement filed under the Securities Act of 1933, as amended or upon a "Change in Control" (as defined below) and (B) June 30, 2006; and (Ciii) 50,000 25,000 shares upon consummation of each agreement four (4) agreements with a corporate or strategic partner partners (as each corporate or strategic agreement to be evidenced by an equity investment or an agreement to collaborate with respect to development, marketing or product offering) up to a maximum of 200,000 shares for four such agreements); provided that in any event such 200,000 25,000 shares shall be deemed fully vested on June 30, 2006 if ▇▇▇▇▇▇▇▇▇ Advisor is still providing services to the Company.