Common use of Cessation of Service Clause in Contracts

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee die while holding this option, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death until the EARLIER of (i) the expiration of a twelve (12) month period measured from the date of Optionee's death or (ii) the Expiration Date; (b) Should Optionee cease Service by reason of Permanent Disability while holding this option, then Optionee shall have a period of twenty-four (24) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee die cease to remain in Service for any reason (other than death, Disability or Misconduct) while holding this option, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death until the EARLIER of (i) the expiration of a twelve (12) month period measured from the date of Optionee's death or (ii) the Expiration Date; (b) Should Optionee cease Service by reason of Permanent Disability while holding this optionoutstanding, then Optionee shall have a period of twenty-four three (243) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, but in no event shall this option be exercisable at any time after the Expiration Date;. (b) Should Optionee die while this option is outstanding, then the personal representative of Optionee’s estate or the person or persons to whom the option is transferred pursuant to Optionee’s will or the laws of inheritance following Optionee’s death shall have the right to exercise this option. Any such right to exercise this option shall lapse, and this option shall cease to be outstanding, upon the earlier of (i) the expiration of the twelve (12)-month period measured from the date of Optionee’s death or (ii) the Expiration Date. (c) Should Optionee's Optionee cease Service be terminated either by the Optionee or by the Company then reason of Disability while this option is outstanding, then Optionee shall automatically expire within thirty have a period of twelve (3012) days from months (commencing with the date of such termination unless exercised prior cessation of Service) during which to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then exercise this option. In no event shall this option shall terminate immediately and cease to remain outstanding on be exercisable at any time after the date of terminationExpiration Date.

Cessation of Service. The This option term specified in Paragraph 2 shall terminate (and this option Option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee die while holding this optionthe Option is outstanding, then the personal representative of Optionee's estate or the person or persons Option shall lapse and shall cease to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option be outstanding six months following Optionee's death until death, but in no event shall the EARLIER of (i) the expiration of a twelve (12) month period measured from the date of Optionee's death or (ii) Option be exercisable at any time after the Expiration Date;. (b) Should Optionee cease Service by reason of Permanent Disability (i) Termination Without Cause or (ii) a Disability, in each case, while holding this optionthe Option is outstanding, then Optionee shall have until six months following the effective date of such termination to exercise the Option, but in no event shall the Option be exercisable at any time after the Expiration Date. (c) Should Optionee cease Service for any reason (other than a reason specified in (a) or (b) above) while the Option is outstanding, then Optionee shall have a period of twenty-four sixty (2460) months days (commencing with the date of such cessation of Service) during which to exercise this option; providedthe Option, however, but in no event shall this option the Option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and. (d) Should During the limited period of post-Service exercisability, the Option shall not be exercised in the aggregate for more than the number of Option Shares for which the Option is, at the time of Optionee's Service be terminated for Misconductcessation of Service, then this option exercisable pursuant to Paragraphs 5 or 6. Upon the expiration of such limited exercise period or (if earlier) upon the Expiration Date, the Option shall terminate immediately and cease to remain be outstanding on for any Option Shares which were exercisable at the date time of terminationsuch termination but for which the Option has not been exercised. To the extent the Option Shares are not exercisable at the time of such cessation of Service, the Option shall immediately terminate and cease to be outstanding with respect to those shares.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (ai) Should Optionee cease to remain in Service for any reason (other than death, Permanent Disability, or Misconduct) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (ii) Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance descent and distribution shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons . Such right shall have the exclusive right to exercise lapse and this option following Optionee's death until shall cease to be outstanding upon the EARLIER earlier of (iA) the expiration of a the twelve (12) 12)- month period measured from the date of Optionee's death or (iiB) the Expiration Date;. (biii) Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date;. (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (div) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of terminationoutstanding.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (ai) Should Optionee cease to remain in Service for any reason (other than death or for Cause) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service), or such period of time greater than three (3) months as may be determined by the Board to be in the best interests of the Corporation, during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (ii) Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance descent and distribution shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons . Such right shall have the exclusive right to exercise lapse and this option following Optionee's death until shall cease to be outstanding upon the EARLIER earlier of (iA) the expiration of a the twelve (12) 12)- month period measured from the date of Optionee's death or (iiB) the Expiration Date;. (biii) Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.to

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (ai) Should Optionee cease to remain in Service for any reason (other than death, Permanent Disability or Cause) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) ), or such period of time greater than three (3) months as may be determined by the Board to be in the best interests of the Corporation, during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (ii) Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance descent and distribution shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons . Such right shall have the exclusive right to exercise lapse and this option following Optionee's death until shall cease to be outstanding upon the EARLIER earlier of (iA) the expiration of a the twelve (12) 12)- month period measured from the date of Optionee's death or (iiB) the Expiration Date;. (biii) Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee cease to remain in Service for any reason (other than death, Disability or Misconduct) while holding this option, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (b) Should Optionee die while holding this option, then the personal representative of Optionee's ’s estate or the person or persons to whom the option is transferred pursuant to Optionee's ’s will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however. However, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death until ’s death. Any such right to exercise this option shall lapse, and this option shall cease to be outstanding, upon the EARLIER earlier of (i) the expiration of a the twelve (12) month 12)-month period measured from the date of Optionee's ’s death or (ii) the Expiration Date;. (bc) Should Optionee cease Service by reason of Permanent Disability while holding this option, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee die while holding this optionOptionee’s Service cease for any reason other than death, Disability or Misconduct, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death shall remain exercisable until the EARLIER earlier of (i) the expiration Close of a twelve (12) Business on the three month period measured from anniversary of the date of Optionee's death ’s Service ceased or (ii) the Expiration Date;. (b) Should Optionee Optionee’s Service cease Service by reason of Permanent Disability while holding this optiondue to death or Disability, then Optionee this option shall have a period remain exercisable until the earlier of twenty-four (24i) months (commencing with the Close of Business on the twelve month anniversary of the date of such cessation of ServiceOptionee’s Service ceased or (ii) during which to exercise this option; provided, however, in no event shall this option be exercisable at any time after the Expiration Date;. (c) Should During the limited period of post-Service exercisability, this option may only be exercised for Vested Shares. Following Optionee's Service be terminated either ’s cessation of Service, no additional Option Shares shall vest, except as otherwise specifically provided by the Optionee Plan Administrator in its sole discretion pursuant to a written agreement with Optionee. Upon the expiration of such limited exercise period or by (if earlier) upon the Company then Expiration Date, this option shall automatically expire within thirty (30) days from terminate and cease to be outstanding for any Option Shares for which the date of such termination unless exercised prior to the end of such thirty (30) day period; andoption has not been exercised. (d) Should Optionee's ’s Service be terminated for Misconduct or should Optionee otherwise engage in Misconduct, then this option shall terminate immediately and cease with respect to remain outstanding on the date of terminationall Option Shares.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee cease to remain in Service for any reason (other than death, Disability or Misconduct) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (b) Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided. Such right shall lapse, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise and this option following Optionee's death until shall cease to be outstanding, upon the EARLIER of (i) the expiration of a the twelve (12) month 12)-month period measured from the date of Optionee's death or (ii) the Expiration Date;. (bc) Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee cease to remain in Service for any reason (other than death, Disability or termination for Cause) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. (b) Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided. Such right shall lapse, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise and this option following Optionee's death until shall cease to be outstanding, upon the EARLIER of (i) the expiration of a the twelve (12) month 12)-month period measured from the date of Optionee's death or (ii) the Expiration Date;. (bc) Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The option term specified in Paragraph 2 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: a. Should Optionee cease to remain in Service for any reason (aother than death, Disability or Misconduct) while this option is outstanding, then Optionee shall have a period of three (3) months (commencing with the date of such cessation of Service) during which to exercise this option, but in no event shall this option be exercisable at any time after the Expiration Date. b. Should Optionee die while holding this optionoption is outstanding, then the personal representative of Optionee's estate or the person or persons to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided. Such right shall lapse, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise and this option following Optionee's death until shall cease to be outstanding, upon the EARLIER of (i) the expiration of a the twelve (12) month 12)-month period measured from the date of Optionee's death or (ii) the Expiration Date;. (b) c. Should Optionee cease Service by reason of Permanent Disability while holding this optionoption is outstanding, then Optionee shall have a period of twenty-four twelve (2412) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, in . In no event shall this option be exercisable at any time after the Expiration Date; (c) Should Optionee's Service be terminated either by the Optionee or by the Company then this option shall automatically expire within thirty (30) days from the date of such termination unless exercised prior to the end of such thirty (30) day period; and (d) Should Optionee's Service be terminated for Misconduct, then this option shall terminate immediately and cease to remain outstanding on the date of termination.

Cessation of Service. The In no event shall any Option Shares become exercisable following the termination of Service. Following the termination of Service, the option term specified in Paragraph 2 3 shall terminate (and this option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicableadjusted as follows: (a) Should Optionee Xx. Xxxxx die while holding this optionthe Option is outstanding, then the personal representative of Optionee's estate or the person or persons Option shall lapse and shall cease to whom the option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; providedbe outstanding six months following Xx. Xxxxx'x death, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death until the EARLIER of (i) the expiration of a twelve (12) month period measured from the date of Optionee's death or (ii) the Expiration Date; (b) Should Optionee cease Service by reason of Permanent Disability while holding this option, then Optionee shall have a period of twenty-four (24) months (commencing with the date of such cessation of Service) during which to exercise this option; provided, however, but in no event shall this option the Option be exercisable at any time after the Expiration Date;. (b) Should Service be terminated by reason of (i) Termination Without Cause or (ii) a Disability, in each case, while the Option is outstanding, then Optionee shall have until six months following the effective date of such termination to exercise the Option, but in no event shall the Option be exercisable at any time after the Expiration Date. (c) Should Optionee's Service be terminated either by for any reason (other than a reason specified in (a) or (b) above) while the Option is outstanding, then Optionee or by the Company then this option shall automatically expire within thirty have a period of sixty (3060) days from (commencing with the date of such termination unless exercised prior termination) during which to exercise the end of such thirty (30) day period; andOption, but in no event shall the Option be exercisable at any time after the Expiration Date. (d) Should Optionee's Service During the period of exercisability following the termination of Service, the Option may not be terminated exercised in the aggregate for Misconductmore than the number of Option Shares for which the Option is, then this option at the time of the termination of Service, exercisable pursuant to Paragraphs 5 or 6. Upon the expiration of such limited exercise period or (if earlier) upon the Expiration Date, the Option shall terminate immediately and cease to remain be outstanding on for any Option Shares which were exercisable at the date time of such termination but for which the Option has not been exercised. To the extent the Option Shares are not exercisable at the time of such termination, the Option shall immediately terminate and cease to be outstanding with respect to those shares.

Cessation of Service. The option Option term specified in Paragraph 2 shall terminate (and this option the Option shall cease to be outstanding) prior to the Expiration Date should any of the following provisions become applicable: (a) Should Optionee die cease to remain in Service for any reason (other than death, Disability or Cause as defined in the Employment Agreement) while holding this option, then the personal representative of Optionee's estate or the person or persons to whom the option Option is transferred pursuant to Optionee's will or in accordance with the laws of inheritance shall have the right to exercise this option; provided, however, if Optionee has designated one or more beneficiaries of this option, then those persons shall have the exclusive right to exercise this option following Optionee's death until the EARLIER of (i) the expiration of a twelve (12) month period measured from the date of Optionee's death or (ii) the Expiration Date; (b) Should Optionee cease Service by reason of Permanent Disability while holding this optionoutstanding, then Optionee shall have a period of twenty-four three (243) months (commencing with the date of such cessation of Service) during which to exercise this option; providedthe Option, however, but in no event shall this option the Option be exercisable at any time after the Expiration Date;. (b) Should Optionee die while the Option is outstanding, then the personal representative of Optionee’s estate or the person or persons to whom the Option is transferred pursuant to Optionee’s will or in accordance with the laws of inheritance shall have the right to exercise the Option. Such right shall lapse, and the Option shall cease to be outstanding, upon the earlier of (i) the expiration of the twelve (12)-month period measured from the date of Optionee’s death or (ii) the Expiration Date. (c) Should Optionee's Optionee cease Service be terminated either by reason of Disability while the Option is outstanding, then Optionee or by the Company then this option shall automatically expire within thirty have a period of twelve (3012) days from months (commencing with the date of such termination unless exercised prior cessation of Service) during which to exercise the end of such thirty (30) day period; andOption. In no event shall the Option be exercisable at any time after the Expiration Date. (d) Should Optionee's ’s Service be terminated for MisconductCause as defined in the Employment Agreement, while the Option is outstanding, then this option the Optionee shall terminate immediately and cease to remain outstanding on have a period of ten (10) days (commencing with the date of terminationsuch cessation of Service) during which to exercise the Option. In no event shall the Option be exercisable at any time after the Expiration Date.