Common use of Vesting and Expiration Clause in Contracts

Vesting and Expiration. (a) Subject to Sections 3(a)(iii), 3(a)(iv), and 3(c) the Option shall become vested and exercisable as follows: (i) The Option shall become vested and exercisable with respect to 10% of the shares subject to the Option (rounded down to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”). (ii) The Option shall become vested and exercisable with respect to an additional 15% of the shares subject to the Option (rounded down to the next whole number of shares) on each 6-month 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. (iii) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, if a Change of Control occurs and the Option is not converted, assumed, or replaced by a successor entity, the Option shall become fully vested and exercisable immediately prior to such a Change of Control. (iv) No portion of the Option which is unexercisable at Termination of Employment shall thereafter become exercisable. (b) 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(c). (c) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of seven years from the date the Option was granted; or (ii) The expiration of three months from the date of the Optionee’s Termination of Employment for any reason other than retirement, death or disability; or (iii) The expiration of one year from the date of the Optionee’s Termination of Employment by reason of his retirement, death or disability (as determined by the Company in its sole discretion).

Vesting and Expiration. (a) Subject to Sections 3(a)(iii), 3(a)(iv), and 3(c) the Option shall become vested and exercisable as follows: (i) The Option shall become vested and exercisable with respect to 10% of the shares subject to the Option (rounded down to the next whole number of shares) on the first anniversary of the Grant Date (the “Initial Vesting Date”). (ii) The Option shall become vested and exercisable with respect to an additional 15% of the shares subject to the Option (rounded down to the next whole number of shares) on each 6-month 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. (iii) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, if a Change of Control occurs and the Option is not converted, assumed, or replaced by a successor entity, the The Option shall become fully vested and exercisable immediately prior to such a Change of Control. (iv) No portion of the Option which is unexercisable at Termination of Employment shall thereafter become exercisable. (b) 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(c). (c) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of seven Seven years from the date the Option was granted; or (ii) The expiration of three months from the date of the Optionee’s Termination of Employment for any reason other than retirement, death or disability; or (iii) The expiration of one year from the date of the Optionee’s Termination of Employment by reason of his retirement, death or disability (as determined by the Company in its sole discretion).

Vesting and Expiration. (a) i. Subject to Sections 3(a)(iii)Participant’s Continuous Service on the Vesting Date, 3(a)(iv), and 3(cone-hundred percent (100%) of the Option Award shall become vested and exercisable on the third (3rd) anniversary of the Date of Grant (the “Vesting Date”). Notwithstanding anything else herein to the contrary, upon the occurrence of a Change in Control, one-hundred percent (100%) of the Option Award shall vest as follows:of the date of the Change in Control. A vested Option Award may be exercised pursuant to Section 3 below. ii. The unvested portion of the Option Award shall expire upon the termination of Participant’s employment or service with the Company or any Affiliate; provided that, if Participant’s employment or service is terminated by (A) reason of death or Disability or (B) the Company without Cause, as applicable, then a pro-rated portion of the Option Award shall become vested as of the Vesting Date, which portion shall be determined by multiplying (i) The Option shall become vested and exercisable with respect to 10% the number of the shares of Common Stock subject to the Option Award times (ii) the quotient obtained by dividing (x) the number of days in which Participant was employed by or provided services to the Company or an Affiliate since the Date of Grant by (y) the number of days beginning on the Date of Grant and ending on the Vesting Date (rounded down upwards to the next nearest whole number of sharesCDIs). iii. Subject to the earlier expiration of the Option Award described in Section 2(b)(ii) above, the Option Award granted pursuant to this Agreement shall expire on the first sixth (6th) anniversary of the Date of Grant Date (the “Initial Vesting Option Award Expiration Date”). (ii) The Option shall become vested and exercisable with respect to an additional 15% of the shares subject to the Option (rounded down to the next whole number of shares) on each 6-month 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. (iii) Except as may otherwise be provided in any other written agreement entered into by and between the Company and the Optionee, if a Change of Control occurs and the Option is not converted, assumed, or replaced by a successor entity, the Option shall become fully vested and exercisable immediately prior to such a Change of Control. (iv) No portion of the Option which is unexercisable at Termination of Employment shall thereafter become exercisable. (b) 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(c). (c) The Option may not be exercised to any extent by anyone after the first to occur of the following events: (i) The expiration of seven years from the date the Option was granted; or (ii) The expiration of three months from the date of the Optionee’s Termination of Employment for any reason other than retirement, death or disability; or (iii) The expiration of one year from the date of the Optionee’s Termination of Employment by reason of his retirement, death or disability (as determined by the Company in its sole discretion).