Exercise of Option and Provisions for Termination. (a) Except as otherwise provided herein and subject to the right of cumulation provided herein, this Option may be exercised, prior to the 10th anniversary of the Award Date, as to not more than the following number of shares covered by this option during the respective periods set forth below: Number of Months From Award Date Vested Percentage Number of ISO Shares Number of NSO Shares 0 up to 12 [ ]% [ ] [ ] 12 up to 15 [ ]% [ ] [ ] 15 up to 18 [ ]% [ ] [ ] 18 up to 21 [ ]% [ ] [ ] 21 up to 24 [ ]% [ ] [ ] 24 up to 27 [ ]% [ ] [ ] 27 up to 30 [ ]% [ ] [ ] 30 up to 33 [ ]% [ ] [ ] 33 up to 36 [ ]% [ ] [ ] 36 up to 39 [ ]% [ ] [ ] 39 up to 42 [ ]% [ ] [ ] 42 up to 45 [ ]% [ ] [ ] 45 up to 48 [ ]% [ ] [ ] 48 through 10th [ ]% [ ] [ ] Anniversary of Award Date (b) The right of exercise provided herein shall be cumulative so that if the Option were not exercised to the maximum extent permissible during any such period it shall be exercisable, in whole or in part, with respect to all shares not so purchased at any time during any subsequent period prior to the expiration or termination of this Option. This Option may not be exercised at any time after the 10th anniversary of the Award Date. (c) Subject to the terms and conditions hereof, this Option shall be exercisable by Participant giving written notice of exercise to the Company on a form acceptable to the Company, specifying the number of shares to be purchased and the purchase price to be paid therefore and accompanied by payment in accordance with Section 3 hereof. Such exercise shall be effective upon receipt by the Treasurer of the Company of the written notice together with the required payment. Participant shall be entitled to purchase fewer than the number of shares purchasable hereunder at the date of exercise, provided that no partial exercise of this Option shall be for fewer than 100 shares. (d) This Option shall become fully vested if Participant’s employment is terminated due to: (i) retirement on or after the Participant’s sixty-fifth birthday; (ii) retirement on or after the Participant’s fifty-fifth birthday with the consent of the Company; (iii) retirement at any age on account of total and permanent disability as determined by the Company; or (iv) death. (e) In the event that Participant’s employment with the Company is terminated within twelve months of a Change of Control (as defined in the Plan), the Participant may exercise any portion of the Option which the Board of Directors, in accordance with the Plan, deems to be vested as of the termination date, for a period of ninety days following the date of such termination, but not beyond the 10th anniversary of the Award Date. (f) Except as provided in Subsections (d) and (e), this Option shall terminate immediately if Participant’s employment is terminated for any reason; provided, however, that except in the event of termination for Cause, death or total and permanent disability, any portion of this Option which was otherwise exercisable on the date of termination of such employment may be exercised within the three-month period following the date of such termination, but in no event after the 10th anniversary of the Award Date. Any such exercise may be made only to the extent of the number of shares subject to this Option, which are purchasable upon the date of such termination. (g) In the event of death or total and permanent disability, this Option shall be exercisable within twelve months of the date of death or such disability by the Participant or, if applicable, by Participant’s personal representatives, heirs or legatees, to the same extent that Participant could have exercised this Option on the date of death or such disability.
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Exercise of Option and Provisions for Termination. (a) Except as otherwise provided herein and subject to the right of cumulation provided herein, this Option may be exercised, prior to the 10th anniversary of the Award Date, as to not more than the following number of shares covered by this option during the respective periods set forth below: Number of Months From Award Date Vested Percentage Number of ISO Shares Number of NSO Shares 0 up to 12 [ ]0.00% [ ] [ ] 12 up to 15 [ ]25.00% [ ] [ ] 15 up to 18 [ ]31.25% [ ] [ ] 18 up to 21 [ ]37.50% [ ] [ ] 21 up to 24 [ ]43.75% [ ] [ ] 24 up to 27 [ ]50.00% [ ] [ ] 27 up to 30 [ ]56.25% [ ] [ ] 30 up to 33 [ ]62.50% [ ] [ ] 33 up to 36 [ ]68.75% [ ] [ ] 36 up to 39 [ ]75.00% [ ] [ ] 39 up to 42 [ ]81.25% [ ] [ ] 42 up to 45 [ ]87.50% [ ] [ ] 45 up to 48 [ ]93.75% [ ] [ ] 48 through 10th [ ]100.00% [ ] [ ] Anniversary of Award DateAnniversary
(b) The right of exercise provided herein shall be cumulative so that if the Option were not exercised to the maximum extent permissible during any such period it shall be exercisable, in whole or in part, with respect to all shares not so purchased at any time during any subsequent period prior to the expiration or termination of this Option. This Option may not be exercised at any time after the 10th anniversary of the Award Date.
(c) Subject to the terms and conditions hereof, this Option shall be exercisable by Participant giving written notice of exercise to the Company on a form acceptable to the Company, specifying the number of shares to be purchased and the purchase price to be paid therefore and accompanied by payment in accordance with Section 3 hereof. Such exercise shall be effective upon receipt by the Treasurer of the Company of the written notice together with the required payment. Participant shall be entitled to purchase fewer than the number of shares purchasable hereunder at the date of exercise, provided that no partial exercise of this Option shall be for fewer than 100 shares.
(d) This Option shall become fully vested if Participant’s employment is terminated due to: (i) retirement on or after the Participant’s sixty-fifth birthday; (ii) retirement on or after the Participant’s fifty-fifth birthday with the consent of the Company; (iii) retirement at any age on account of total and permanent disability as determined by the Company; or (iv) death.
(e) In the event that Participant’s employment with the Company is terminated within twelve months of a Change of Control (as defined in the Plan), the Participant may exercise any portion of the Option which the Board of Directors, in accordance with the Plan, deems to be vested as of the termination date, for a period of ninety days following the date of such termination, but not beyond the 10th anniversary of the Award Date.
(f) Except as provided in Subsections (d) and (e), this Option shall terminate immediately if Participant’s employment is terminated for any reason; provided, however, that except in the event of termination for Cause, death or total and permanent disability, any portion of this Option which was otherwise exercisable on the date of termination of such employment may be exercised within the three-month period following the date of such termination, but in no event after the 10th anniversary of the Award Date. Any such exercise may be made only to the extent of the number of shares subject to this Option, which are purchasable upon the date of such termination.
(g) In the event of death or total and permanent disability, this Option shall be exercisable within twelve months of the date of death or such disability by the Participant or, if applicable, by Participant’s personal representatives, heirs or legatees, to the same extent that Participant could have exercised this Option on the date of death or such disability.
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