Common use of Time to Exercise Clause in Contracts

Time to Exercise. This Option shall be exercisable in whole or in part at any time on or after August 15, 2006. In addition, the exercisability of this Option shall be accelerated in the manner and subject to the conditions set forth below: Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $1.32; Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $1.52; Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $1.75; 2 EXHIBIT 10.37 Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $2.00; Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $2.30; and Options for 40,000 shares shall be accelerated and become immediately exercisable in whole or in part when earnings per share for the Company (as reported on audited consolidated financial statements) for a calendar year first equal or exceed $2.65. Only one installment may be accelerated with respect to any one calendar year. The foregoing installments shall vest sequentially and once vested shall remain vested irrespective of the financial performance of the Company in future years. The date of the acceleration of the exercisability of any installment shall be the date that the audited financial statements for such respective year are delivered to the Company. The calendar years with respect to which such vesting acceleration provisions shall apply shall be the calendar year ended December 31, 1997 and the following calendar years. To the extent not exercised, accelerated installments shall accumulate and be exercisable, in whole or in part, in any subsequent period. Anything in this Agreement to the contrary notwithstanding, this Option shall terminate and no part of the Option may be exercised after 5:00 p.m. on August 15, 2007.