Common use of Right to Exercise Vesting Clause in Contracts

Right to Exercise Vesting. This option may be exercised prior to its expiration to the extent it is vested with respect to any Option Shares in accordance with Section 3. Subject to Section 5(b), this option shall vest with respect to 25% of the Option Shares on each of the first, second, third and forth anniversary of the Grant Date (each a “Vesting Date”). Notwithstanding the vesting schedule in the immediately preceding sentence, if, prior to a Vesting Date, the Optionee’s employment with the Company or one of its Subsidiaries is terminated due to death or Disability, by the employer without Cause or by the Optionee for Good Reason (the date of termination of an Optionee’s employment, the “Termination Date”), then a portion of the 25% of the Option Shares which were otherwise due to vest on the next Vesting Date following such termination of employment shall vest on the Termination Date as follows: (a) If the Termination Date is more than nine (9) months before the next Vesting Date, none of such Option Shares shall vest; (b) If the Termination Date is more than six (6) months but no more than nine (9) months before the next Vesting Date, 25% of such Option Shares shall vest; (c) If the Termination Date is more than three (3) months but no more than six (6) months before the next Vesting Date, 50% of such Option Shares shall vest; and (d) If the Termination Date is three (3) months or less before the next Vesting Date, 75% of such Option Shares shall vest.

Right to Exercise Vesting. This option may be exercised prior to its expiration to the extent it is vested with respect to any Option Shares in accordance with Section 3. Subject to Section 5(b), this option shall vest with respect to 25% of the Option Shares on each of the first, second, third and forth anniversary of the Grant Date (each a “Vesting Date”). Notwithstanding the vesting schedule in the immediately preceding sentence, if, prior to a Vesting Date, the Optionee’s employment with the Company or one of its Subsidiaries is terminated due to death or DisabilityDisability (as defined in Optionee’s employment agreement), by the employer without Cause or by the Optionee for Good Reason (the date of such termination of an Optionee’s employment, the “Termination Date”), then a portion of the 25% of the Option Shares which were otherwise due to vest on the next Vesting Date following such termination of employment shall vest on the Termination Date as follows: (a) If the Termination Date is more than nine (9) months before the next Vesting Date, none of such Option Shares shall vest; (b) If the Termination Date is more than six (6) months but no more than nine (9) months before the next Vesting Date, 25% of such Option Shares shall vest; (c) If the Termination Date is more than three (3) months but no more than six (6) months before the next Vesting Date, 50% of such Option Shares shall vest; and (d) If the Termination Date is three (3) months or less before the next Vesting Date, 75% of such Option Shares shall vest.