Common use of Vesting and Expiration Clause in Contracts

Vesting and Expiration. (a) Subject to Sections 3(b), (c), (e) and (g), the Option shall become vested and exercisable as follows: (i) The Option shall become vested and exercisable with respect to 25% of the shares subject thereto (rounded down to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, in the event of a Change in Control, the Option shall become fully vested and exercisable immediately prior to such Change of Control. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. The Option shall vest and become exercisable at a rate of one third per year (arounded up to the nearest whole Share) commencing on [FIRST VESTING DATE] and annually thereafter on [SECOND VESTING DATE] and [THIRD VESTING DATE], provided that Grantee’s employment has not terminated on or before such date unless one of the exceptions in this Section 3 is met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise the Option shall expire on [EXPIRATION DATE IN 10 YEARS]. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the expiration date shall be delayed until 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination, each as defined below and determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not yet become vested and exercisable, meaning that you shall forfeit such portion in exchange for no additional consideration or payment. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your Retirement and you deliver a signed long term incentive vesting/forfeiture agreement to the Company in a form acceptable to the Company (except when such an agreement is prohibited by governing law as follows: (i) The determined by the Company), then any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to 25% vest and become exercisable as set forth in the preceding paragraph. Notwithstanding the foregoing and regardless of reason for termination, under all circumstances other than your Qualifying Termination, any Option held less than one year from [DATE] shall be forfeited[; provided, however, in the shares subject thereto (rounded down event of your Retirement, this one-year holding requirement may be waived by the Committee, in its sole and absolute discretion and any portion of this Option which has yet to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. Notwithstanding anything to the contrary herein, in Controlthe event your employment is terminated for Cause (as defined herein), regardless of whether you are Retirement eligible, you shall forfeit your right to receive any unvested portion of this Option, unless otherwise prohibited by law. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then this Option shall expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination, the Option shall become fully vested and exercisable immediately prior to such Change of Controlexpire on its original expiration date. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. (a) The Option shall vest and become exercisable at a rate of one third per year on March 6th of each year, commencing with [FIRST ANNIVERSARY] and annually thereafter ending with [THIRD ANNIVERSARY], provided that Grantee’s employment has not terminated on or before such date. Subject to Sections 3(b)the provisions below, (c), (e) and (g), the right to exercise the Option shall become vested and exercisable as follows: (i) The Option shall become vested and exercisable expire on [TEN YEARS FROM GRANT DATE]. If your employment with respect to 25% of the shares subject thereto (rounded down to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, in the event or any of a Change in Control, the Option shall become fully vested and exercisable immediately prior to such Change of Control. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment its subsidiaries terminates for any reason other than death death, Retirement, Disability or Disability; or a Qualifying Termination within two (iii2) The expiration years following a Change of one year following Control of the Company as determined by the Committee in accordance with the Plan then as of the date of such termination this Option shall expire as to any portion which has not then become vested and exercisable. If prior to the Optionee’s Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination within two (2) years following a Change of Control of the Company as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. However, if prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, you Retire from the Company and you deliver a signed non-competition agreement to the Company in a form acceptable to the Company, then any portion of this Option which has yet to become vested and exercisable shall continue to vest and become exercisable as set forth in the preceding paragraph. Under all circumstances, any Option held less than one year from the Grant Date will be forfeited. Nothing in the Plan or this Option confers any right of continuing employment with the Company or its subsidiaries. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then following such termination of employment by reason this Option will expire on the earlier of his death (a) three (3) months following your termination of employment, if such termination occurred other than on account of death, Retirement or Disability. , or a Qualifying Termination within two (f2) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as years following a Change of Control of the time Company; or (b) the third (3rd) anniversary of grantyour final vest date, if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination within two (2) years following a Change of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) Control of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock OptionsCompany. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. (a) [Vesting schedule will be determined by the Organization and Compensation Committee. Certain agreements provide for cliff vesting, time vesting and/or acceleration upon the achievement of certain performance targets or maintenance of a certain stock price for a certain period of time.] Subject to Sections 3(b)the provisions below, (c), (e) and (g), the right to exercise the Option shall become vested and exercisable as follows: (i) The Option shall become vested and exercisable expire on [expiration date]. If your employment with respect to 25% of the shares subject thereto (rounded down to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, in the event or any of a Change in Control, the Option shall become fully vested and exercisable immediately prior to such Change of Control. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment its subsidiaries terminates for any reason other than death death, retirement or Disability; or (iii) The expiration total and permanent disability as determined in accordance with applicable Company personnel policies and the Plan policies or for any reason within two years following a Change in Control of one year following the Company as determined by the Committee occurs in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not then become exercisable. If prior to the Optionee’s Option becoming exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, total and permanent disability, as determined in accordance with applicable Company personnel policies or for any reason within two years following a Change in Control of the Company as determined by the Committee occurs in accordance with the Plan, then any portion of this Option which has yet to become exercisable shall become immediately exercisable as set forth in the preceding paragraph. However, if prior to the Option becoming exercisable in full pursuant to the preceding paragraph, you retire from the Company and you deliver a signed non-competition agreement to the Company in a form acceptable to the Company, then any portion of this Option which has yet to become exercisable shall continue to vest and become exercisable as set forth in the preceding paragraph. Under all circumstances, any Option held less than one year from date of grant will be forfeited. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this paragraph, then following such termination of employment by this Option will expire on the earlier of (a) three (3) months following your termination of employment, if such termination occurred other than on account of death, retirement or total and permanent disability, or your termination for any reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as within two years after a Change in Control of the time Company; or (b) the third (3rd) anniversary of grant) your final vest date, if such termination occurred on account of all shares of Stock with respect to which Incentive Stock Optionsyour death, including the Optionretirement or total and permanent disability, are first exercisable by Optionee or your termination within two years after a Change in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) Control of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock OptionsCompany. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. (a) The Option shall vest and become exercisable at a rate of one third per year on [VESTING DATE] of each year, commencing with [VESTING DATE], 2018 and annually thereafter ending with [VESTING DATE], 2020, provided that Grantee’s employment has not terminated on or before such date or one of the exceptions in this Section 3 are met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise the Option shall expire on February [__], 2027. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the term shall be extended for a period of 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination within two (2) years following a Change of Control of the Company, each as determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not then become vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination within two (2) years following a Change of Control of the Company, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable as follows: (i) The shall become immediately vested and exercisable. If prior to the Option shall becoming vested and exercisable in full pursuant to the preceding paragraph, you Retire from the Company and you deliver a signed non-competition agreement to the Company in a form acceptable to the Company, then any portion of this Option which has yet to become vested and exercisable with respect shall continue to 25% vest and become exercisable as set forth in the preceding paragraph. Notwithstanding the foregoing and regardless of the shares subject thereto reason for termination, under all circumstances other than your Qualifying Termination within two (rounded down to the next whole number 2) years following a Change of shares) on the first anniversary of Control, any Option held less than one year from the Grant Date (will be forfeited[; provided, however, in the “Initial Vesting Date”); and (ii) The event of your Retirement, this one-year holding requirement may be waived by the Committee, in its sole and absolute discretion, and any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]1. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. Notwithstanding anything to the contrary herein, in Controlthe event your employment is terminated for Cause (as defined herein), regardless of whether you are retirement eligible, you will forfeit your right to receive any unvested Options, unless otherwise prohibited by law. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then following such termination of employment this Option will expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination within two (2) years following a Change of Control of the Company, the Option shall become fully vested and exercisable immediately prior to such Change of Controlwill expire on its original expiration date. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable1 Additional provision that may be added for some officers. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. (a) The Option shall vest and become exercisable at a rate of one third per year on [VESTING DATE] of each year, commencing with [FIRST VESTING DATE IN ONE YEAR] and annually thereafter ending with [FINAL VESTING DATE IN THREE YEARS], provided that Grantee’s employment has not terminated on or before such date or one of the exceptions in this Section 3 are met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise the Option shall expire on [TEN YEARS FROM GRANT DATE]. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the term shall be extended for a period of 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination within two (2) years following a Change of Control of the Company, each as determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not then become vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination within two (2) years following a Change of Control of the Company, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, you Retire from the Company and you deliver a signed long term incentive vesting/forfeiture agreement to the Company in a form acceptable to the Company (except when such an agreement is prohibited by governing law as follows: (i) The determined by the Company), then any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to 25% vest and become exercisable as set forth in the preceding paragraph. Notwithstanding the foregoing and regardless of the shares subject thereto reason for termination, under all circumstances other than your Qualifying Termination within two (rounded down to the next whole number 2) years following a Change of shares) on the first anniversary of Control, any Option held less than one year from the Grant Date (will be forfeited[; provided, however, in the “Initial Vesting Date”); and (ii) The event of your Retirement, this one-year holding requirement may be waived by the Committee, in its sole and absolute discretion, and any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]1. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. Notwithstanding anything to the contrary herein, in Controlthe event your employment is terminated for Cause (as defined herein), regardless of whether you are retirement eligible, you will forfeit your right to receive any unvested Options, unless otherwise prohibited by law. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then following such termination of employment this Option will expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination within two (2) years following a Change of Control of the Company, the Option shall become fully vested and exercisable immediately prior to such Change of Controlwill expire on its original expiration date. 1 May be added for some officers. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. The Option shall vest and become exercisable at a rate of one third of the total number of Shares granted per year (arounded up to the nearest whole Share) commencing on [FIRST VESTING DATE IN ONE YEAR] and annually thereafter with [FINAL VESTING DATE IN THREE YEARS], provided that ▇▇▇▇▇▇▇’s employment has not terminated on or before such date unless one of the exceptions in this Section 3 is met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise any vested portion of the Option shall expire on [EXPIRATION DATE IN 10 YEARS]. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the expiration date shall be delayed until 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination, or a termination for Cause, each as defined below and determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not yet become vested and exercisable, meaning that you shall forfeit such portion in exchange for no additional consideration or payment. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your Retirement and you deliver a signed long term incentive vesting/forfeiture agreement to the Company in a form acceptable to the Company (except when such an agreement is prohibited by governing law as follows: (i) The determined by the Company), then any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to 25% of vest and become exercisable as set forth in the shares subject thereto (rounded down preceding paragraph. If prior to the next whole number Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company is terminated for Cause, regardless of shares) on whether you are Retirement eligible, you shall forfeit your right to receive any unvested or unexercised portion of this Option in exchange for no additional consideration or payment, unless otherwise prohibited by law. Notwithstanding the first anniversary foregoing and regardless of reason for termination, under all circumstances other than your Qualifying Termination, any Option held less than one year from [DATE] shall be forfeited for no additional consideration or payment[; provided, however, in the Grant Date (event of your Retirement, this one-year holding requirement may be waived by the “Initial Vesting Date”); and (ii) The Committee, in its sole and absolute discretion and any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]1. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in Controlthis Section 3, then this Option shall expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination, the Option shall become fully vested and exercisable immediately prior to expire on its original expiration date; provided further, that if such Change of Control. (c) No portion of termination occurred for Cause, the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following expire on the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disabilityemplyoment. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. The Option shall vest and become exercisable at a rate of one third per year (arounded up to the nearest whole Share) commencing on [FIRST VESTING DATE] and annually thereafter on [SECOND VESTING DATE] and [THIRD VESTING DATE], provided that Grantee’s employment has not terminated on or before such date unless one of the exceptions in this Section 3 is met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise the Option shall expire on [EXPIRATION DATE IN 10 YEARS]. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the expiration date shall be delayed until 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination, each as defined below and determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not yet become vested and exercisable, meaning that you shall forfeit such portion in exchange for no additional consideration or payment. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your Retirement and you deliver a signed long term incentive vesting/forfeiture agreement to the Company in a form acceptable to the Company (except when such an agreement is prohibited by governing law as follows: (i) The determined by the Company), then any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to 25% vest and become exercisable as set forth in the preceding paragraph. Notwithstanding the foregoing and regardless of reason for termination, under all circumstances other than your Qualifying Termination, any Option held less than one year from [DATE] shall be forfeited[; provided, however, in the shares subject thereto (rounded down event of your Retirement, this one-year holding requirement may be waived by the Committee, in its sole and absolute discretion and any portion of this Option which has yet to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]1. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. Notwithstanding anything to the contrary herein, in Controlthe event your employment is terminated for Cause (as defined herein), regardless of whether you are Retirement eligible, you shall forfeit your right to receive any unvested portion of this Option, unless otherwise prohibited by law. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then this Option shall expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination, the Option shall become fully vested and exercisable immediately prior to such Change of Controlexpire on its original expiration date. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. Options shall vest and become exercisable in such manner and on such date or dates determined by the Committee and shall expire after such period, not to exceed ten years, as may be determined by the Committee (a) Subject the “Option Period”); provided, however, that the Option Period shall not exceed five years from the Date of Grant in the case of an Incentive Stock Option granted to Sections 3(ba Participant who on the Date of Grant owns shares representing more than 10% of the total combined voting power of all classes of shares of the Company or any related corporation (as determined in accordance with Treasury Regulation Section 1.422-2(f)); provided, (c)further, (e) and (g)that notwithstanding any vesting dates set by the Committee, the Committee may, in its sole discretion, accelerate the exercisability of any Option, which acceleration shall not affect the terms and conditions of such Option shall become vested and exercisable as follows: other than with respect to exercisability. Unless otherwise provided by the Committee in an Award Agreement: (i) The the unvested portion of an Option shall become vested and exercisable with respect to 25% expire upon termination of employment or service of the shares subject thereto (rounded down to Participant granted the next whole number Option, and the vested portion of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The such Option shall become vested and remain exercisable with respect to an additional 25% for (A) one year following termination of employment or service by reason of such Participant’s death or disability (as determined by the shares subject thereto (rounded down to Committee), but not later than the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, in the event of a Change in Control, the Option shall become fully vested and exercisable immediately prior to such Change of Control. (c) No portion expiration of the Option which is unexercisable at the Optionee’s Period or (B) ninety (90) days following termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment or service for any reason other than such Participant’s death or Disability; or (iii) The expiration of one year following the date of the Optioneedisability, and other than such Participant’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to service for Cause, but not later than the extent that the aggregate Fair Market Value (determined as expiration of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option Period; and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in both the discretion unvested and the vested portion of an Option shall expire upon the termination of the CommitteeParticipant’s employment or service by the Company for Cause. If the Option would expire at a time when the exercise of the Option would violate applicable securities laws, the grant or expiration date applicable to the Option will be automatically extended to a date that is thirty (30) calendar days following the date such exercise would no longer violate applicable securities laws (so long as such extension shall not violate Code Section 409A); provided, that in no event shall such expiration date be extended beyond the expiration of such Award could impair the Company’s status as a REITOption Period.

Vesting and Expiration. Options shall vest and become exercisable in such manner and on such date or dates determined by the Committee and shall expire after such period, not to exceed ten years, as may be determined by the Committee (a) Subject the “Option Period”); provided, however, that the Option Period shall not exceed five years from the Date of Grant in the case of an Incentive Stock Option granted to Sections 3(ba Participant who on the Date of Grant owns shares representing more than 10% of the total combined voting power of all classes of shares of the Company or any related corporation (as determined in accordance with Treasury Regulation Section 1.422-2(f)); provided, (c)further, (e) and (g)that notwithstanding any vesting dates set by the Committee, the Committee may, in its sole discretion, accelerate the exercisability of any Option, which acceleration shall not affect the terms and conditions of such Option shall become vested and exercisable as follows: other than with respect to exercisability. Unless otherwise provided by the Committee in an Award agreement: (i) The the unvested portion of an Option shall become vested and exercisable with respect to 25% expire upon termination of employment or service of the shares subject thereto (rounded down to Participant granted the next whole number Option, and the vested portion of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”); and (ii) The such Option shall become vested and remain exercisable with respect to an additional 25% for (A) one year following termination of employment or service by reason of such Participant’s death or disability (as determined by the shares subject thereto (rounded down to Committee), but not later than the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, in the event of a Change in Control, the Option shall become fully vested and exercisable immediately prior to such Change of Control. (c) No portion expiration of the Option which is unexercisable at the Optionee’s Period or (B) 90 days following termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment or service for any reason other than such Participant’s death or Disability; or (iii) The expiration of one year following the date of the Optioneedisability, and other than such Participant’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to service for Cause, but not later than the extent that the aggregate Fair Market Value (determined as expiration of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option Period; and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in both the discretion unvested and the vested portion of an Option shall expire upon the termination of the CommitteeParticipant’s employment or service by the Company for Cause. If the Option would expire at a time when the exercise of the Option would violate applicable securities laws, the grant or expiration date applicable to the Option will be automatically extended to a date that is thirty (30) calendar days following the date such exercise would no longer violate applicable securities laws (so long as such extension shall not violate Section 409A of the Code); provided, that in no event shall such Award could impair expiration date be extended beyond the Company’s status as a REITexpiration of the Option Period.

Vesting and Expiration. The Option shall vest and become exercisable at a rate of one third of the total number of Shares granted per year (arounded up to the nearest whole Share) commencing on [FIRST VESTING DATE IN ONE YEAR] and annually thereafter with [FINAL VESTING DATE IN THREE YEARS], provided that ▇▇▇▇▇▇▇’s employment has not terminated on or before such date unless one of the exceptions in this Section 3 is met. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise any vested portion of the Option shall expire on [EXPIRATION DATE IN 10 YEARS]. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the expiration date shall be delayed until 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Retirement, Disability or a Qualifying Termination, or a termination for Cause, each as defined below and determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not yet become vested and exercisable, meaning that you shall forfeit such portion in exchange for no additional consideration or payment. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination, each as determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested and exercisable shall become immediately vested and exercisable. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your Retirement and you deliver a signed long term incentive vesting/forfeiture agreement to the Company in a form acceptable to the Company (except when such an agreement is prohibited by governing law as follows: (i) The determined by the Company), then any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to 25% of vest and become exercisable as set forth in the shares subject thereto (rounded down preceding paragraph. If prior to the next whole number Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company is terminated for Cause, regardless of shares) on whether you are Retirement eligible, you shall forfeit your right to receive any unvested or unexercised portion of this Option in exchange for no additional consideration or payment, unless otherwise prohibited by law. Notwithstanding the first anniversary foregoing and regardless of reason for termination, under all circumstances other than your Qualifying Termination, any Option held less than one year from [DATE] shall be forfeited for no additional consideration or payment[; provided, however, in the Grant Date (event of your Retirement, this one-year holding requirement may be waived by the “Initial Vesting Date”); and (ii) The Committee, in its sole and absolute discretion and any portion of this Option shall which has yet to become vested and exercisable with respect shall continue to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested vest and become exercisable as set forth in the preceding paragraph]1. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. 1 May be added for some officers. To the extent that this Option is exercisable after your termination of employment, after taking into account the vesting provisions set forth in Controlthis Section 3, then this Option shall expire three (3) months following your termination of employment; provided, that if such termination occurred on account of your death, Retirement, Disability, or a Qualifying Termination, the Option shall become fully vested and exercisable immediately prior to expire on its original expiration date; provided further, that if such Change of Control. (c) No portion of termination occurred for Cause, the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following expire on the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disabilityemplyoment. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.

Vesting and Expiration. The Option shall vest at a rate of one fifth per year (arounded up to the nearest whole Share) commencing on December 23, 2021 and annually thereafter ending on December 23, 2025, provided that Grantee’s employment has not terminated on or before such date unless one of the exceptions in this Section 3 is met. Any portion of the Option that is or becomes vested shall only be exercisable if, at any time during the period between the Grant Date and December 23, 2025, the reported closing price per share of Company common stock is at least twenty-five percent (25%) above the Exercise Price (as such price may be adjusted pursuant to the terms of this Option and the Plan) for twenty (20) consecutive trading days, and shall be otherwise forfeited on December 23, 2025. Subject to Sections 3(b)the provisions below and the terms of the Plan, (c), (e) and (g), the right to exercise the Option shall expire on December 23, 2030. Notwithstanding the foregoing, in the event that on the expiration date (i) the exercise of the Option is prohibited by applicable law or (ii) Shares may not be purchased or sold by you due to the “black-out period” of a Company policy or a “lock-up” agreement undertaken in connection with an issuance of securities by the Company, the expiration date shall be delayed until 30 days following the end of the legal prohibition, black-out period or lock-up agreement. If your employment with the Company or any of its subsidiaries terminates for any reason other than death, Disability or a Qualifying Termination, each as defined below and determined by the Committee in accordance with the Plan, then as of the date of such termination this Option shall expire as to any portion which has not yet become vested, meaning that you shall forfeit such portion in exchange for no additional consideration or payment. If prior to the Option becoming vested and exercisable in full pursuant to the preceding paragraph, your employment with the Company or any of its subsidiaries terminates by reason of your death, Disability or a Qualifying Termination, each as follows: (i) The determined by the Committee in accordance with the Plan, then any portion of this Option which has yet to become vested or exercisable shall become immediately vested and exercisable with respect to 25% exercisable. Notwithstanding the foregoing and regardless of the shares subject thereto (rounded down to the next whole number of shares) on the first anniversary of reason for termination, under all circumstances other than your Qualifying Termination, any Option held less than one year from the Grant Date (the “Initial Vesting Date”); and (ii) The Option shall become vested and exercisable with respect to an additional 25% of the shares subject thereto (rounded down to the next whole number of shares) on each anniversary of the Initial Vesting Date, so that the Option shall be fully vested and exercisable as forfeited. Nothing in the Plan or this Agreement confers any right of the fourth anniversary of the Grant Date. (b) Except as may otherwise be provided in any other written agreement entered into by and between continuing employment with the Company and or its subsidiaries. Notwithstanding the Optioneeforegoing, if in the event of a Change of Control the successor to the Company does not assume this Option, then any portion of this Option which has yet to become vested and exercisable and which has not otherwise been forfeited pursuant to the provisions of this Section 3 shall become immediately vested and exercisable. Notwithstanding anything to the contrary herein, in Controlthe event your employment is terminated for Cause (as defined herein), you shall forfeit your right to receive any unvested portion of this Option, unless otherwise prohibited by law. To the extent that this Option is vested as of the date of your termination of employment, after taking into account the vesting provisions set forth in this Section 3, then this Option shall expire on the later of (i) three (3) months following your termination of employment, (ii) three (3) months following the date on which this Option becomes exercisable, or (iii) on December 23, 2025; provided, that if such termination occurred on account of your death, Disability, or a Qualifying Termination, the Option shall become fully vested and exercisable immediately prior to such Change of Controlexpire on its original expiration date. (c) No portion of the Option which is unexercisable at the Optionee’s termination of employment shall thereafter become exercisable. (d) The installments provided for in Section 3(a) are cumulative. Each such installment which becomes exercisable pursuant to Section 3(a) shall remain exercisable until it becomes unexercisable under Section 3(e). (e) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of ten years from the Grant Date; or (ii) The expiration of three months following the date of the Optionee’s termination of employment for any reason other than death or Disability; or (iii) The expiration of one year following the date of the Optionee’s termination of employment by reason of his death or Disability. (f) Optionee hereby agrees and acknowledges that to the extent that the aggregate Fair Market Value (determined as of the time of grant) of all shares of Stock with respect to which Incentive Stock Options, including the Option, are first exercisable by Optionee in any calendar year exceeds $100,000 or such other limitation as imposed by Section 422(d) of the Code (or any successor provision), the Option and such Incentive Stock Options, as applicable, shall be treated as not qualifying as an “incentive stock option” under Section 422 of the Code but rather shall be treated as Non-Qualified Stock Options. (g) The Option may not be exercised (i) to the extent that the grant or exercise of such Award could cause the Participant to be in violation of the Common Stock Ownership Limit or the Aggregate Stock Ownership Limit (each as defined in the Company’s Articles of Incorporation, as amended from time to time) or (ii) if, in the discretion of the Committee, the grant or exercise of such Award could impair the Company’s status as a REIT.