Common use of Additional Incentive Clause in Contracts

Additional Incentive. (a) The Compensation Committee of the Board approved the grant to Executive of an option to purchase 300,000 shares of the Company’s common stock (the “Options”) on April 23, 2009 (the “Grant Date”) pursuant to the Company’s 2005 Equity Incentive Plan (the “Plan”). The per share exercise price applicable to the Options is $1.11 100% of the Fair Market Value (as defined in the Plan) of a share of the Company’s common stock on the grant date. The Options vest as follows: 100,000 Options on the grant date, 100,000 Options on the first (1st) anniversary of the Grant Date, and 100,000 Options on the second (2nd) anniversary of the Grant Date, subject to earlier vesting as provided herein and in the Plan. The Options shall expire on the fifth anniversary of the Commencement Date. Upon the occurrence of a Change in Control (as defined below), the Options shall be deemed fully vested and exercisable. In the event of any conflict between the terms and provisions of this Section 5 and the Plan, the Plan shall govern. (b) For the purposes of this Agreement, “Change in Control” shall have the same meaning as in the Plan.