Common use of Vesting of this Option Clause in Contracts

Vesting of this Option. (a) Except as otherwise provided pursuant to Paragraph 6(b) or 6(c), 20% of this Option (rounded down to the next whole Share) shall become vested on each of the following dates provided the Participant’s Company Service (as defined in Paragraph 8) continues until the applicable date and no Cause for the Participant’s termination of employment by the Company exists at the applicable date: (i) the first anniversary of the Award Date, (ii) the second anniversary of the Award Date, (iii) the third anniversary of the Award Date, (iv) the fourth anniversary of the Award Date, and (v) the fifth anniversary of the Award Date (each a “Vesting Date”). (b) Notwithstanding the foregoing, if after the Award Date and while the Participant is in continuous Company Service (as defined in Paragraph 8) from the Award Date to the date either (i) the Participant is terminated by the Company without Cause or (ii) the Participant’s employment ceases due to his or her Disability, 20% of this Option (rounded down to the next whole Share) shall become vested on each of the Vesting Dates after his or her cessation of Company Service provided the Participant has not engaged in conduct which is a Material Adverse Action or Competition with the Company or any affiliate of the Company through the applicable date. (c) Notwithstanding the foregoing, if a Change in Control occurs, or a Participant dies, after the Award Date and prior to the applicable vesting date under Paragraph 6(a) or (b), all of this Option then remaining unvested and unforfeited shall be considered to be vested, provided the Participant has not engaged in conduct which is a Material Adverse Action or Competition with the Company or any affiliate of the Company through the date of his or her death.

Vesting of this Option. (a) Except as otherwise provided pursuant to Paragraph 6(b) or 6(c), 2025% of the earned portion of this Option (rounded down to the next whole Share) shall become vested on each of the following dates provided the Participant’s Company Service (as defined in Paragraph 8) continues until the applicable date and no Cause for the Participant’s termination of employment by the Company exists at the applicable date: (i) the first anniversary 15th day of the Award Datethird month of the Company’s fiscal year 2013, (ii) the second anniversary 15th day of the Award Datethird month of the Company’s fiscal year 2014, (iii) the third anniversary 15th day of the Award Date, third month of the Company’s fiscal year 2015 and (iv) the fourth anniversary 15th day of the Award Date, and (v) the fifth anniversary third month of the Award Date (each a “Vesting Date”)Company’s fiscal year 2016. (b) Notwithstanding the foregoing, if after the Award Date and while the Participant is in continuous Company Service (as defined in Paragraph 8) from the Award Date to the date either (i) the Participant is terminated by the Company without Cause or (ii) the Participant’s employment ceases due to his or her Disability, 2025% of earned portion of this Option (rounded down to the next whole Share) shall become vested on each of the Vesting Dates following dates after his or her cessation of Company Service provided the Participant has not engaged in conduct which is a Material Adverse Action or Competition with the Company or any affiliate of the Company through the applicable date: (i) the 15th day of the third month of the Company’s fiscal year 2013, (ii) the 15th day of the third month of the Company’s fiscal year 2014, (iii) the 15th day of the third month of the Company’s fiscal year 2015 and (iv) the 15th day of the third month of the Company’s fiscal year 2016. (c) Notwithstanding the foregoing, if a Change in Control occurs, or a Participant dies, after the Award Date and prior to the applicable vesting date under Paragraph 6(a) or (b), all of the earned portion of this Option then remaining unvested and unforfeited shall be considered to be vested, provided the Participant has not engaged in conduct which is a Material Adverse Action or Competition with the Company or any affiliate of the Company through the date of his or her death. Except in the event of a Change in Control, the determination of the number of vested, earned Award Shares and hence the vesting thereof shall not occur until after the Performance Period has ended and the Committee has determined the number of earned Award Shares.