Common use of Clarification Regarding Treatment of Options and Restricted Stock or Units Clause in Contracts

Clarification Regarding Treatment of Options and Restricted Stock or Units. The stock option and restricted stock or unit agreements (the “Equity Award Agreements”) that Executive has or may receive from IMH or Infinet, as applicable, may contain language regarding the effect of a termination of Executive’s employment under certain circumstances. (A) Notwithstanding such language in the Equity Award Agreements, for so long as this Agreement is in effect, IMH or Infinet, as applicable, shall be obligated, if the terms of this Agreement are more favorable in this regard than the terms of the Equity Award Agreements, to take the actions required under Sections 7.3(ii), 7.3(iii)(B), 7.3(iv)(C) and 7.3(v)(B) hereof upon the happening of the circumstances described therein. Those sections provide that in certain situations IMH or Infinet, as applicable, shall cause the Executive to become vested as of the Date of Termination in all or certain equity-based awards granted by IMH or Infinet, as applicable, and that such equity-based awards will thereafter be subject to the provisions of the applicable Equity Award Agreement as it applies to vested awards upon a termination. For purposes of clarification, although an option grant may vest in accordance with these above-referenced Sections, such option shall thereafter be exercisable only for so long as the related option agreement provides, except that the compensation committee of the IMH Board or the Infinet Board, as applicable, may, in its respective sole discretion, elect to extend the expiration date of such option (but not beyond the option’s original expiration date). (B) Notwithstanding the definition of “Cause” which may appear in the Equity Award Agreements, for so long as this Agreement is in effect (X) any “for Cause” termination must be in compliance with the terms of this Agreement, including the definition of “Cause” set forth herein, and (Y) only in the event of a “for Cause” termination that meets both the definition in this Agreement and the definition in the Equity Award Agreement will the disposition of options and restricted stock or units under such Equity Award Agreement be treated in the manner described in such Equity Award Agreement in the case of a termination “for Cause.” (C) During the Employment Period, any stock options issued to Executive shall provide that if Executive’s employment is terminated in any manner which gives rise to an obligation under this Agreement to cause the acceleration of vesting of stock options, then in such event such stock options may be exercised by Executive by having the applicable exercise price (but not any tax withholding obligations) satisfied in a cashless manner.

Clarification Regarding Treatment of Options and Restricted Stock or Units. The warrants, stock option options and restricted stock or unit agreements (the “Equity Award Agreements”) that Executive has or the Consultant may receive from IMH or InfinetIMH, as applicableif any, may contain language regarding the effect of a termination of Executive’s employment the Consultant under certain circumstances. (A) Notwithstanding such language in the Equity Award Agreements, if any, for so long as this Agreement is in effect, IMH or Infinet, as applicable, shall be obligated, if the terms of this Agreement are more favorable in this regard than the terms of the Equity Award Agreements, if any, to take the actions required under Sections 7.3(ii), 7.3(iii)(B), 7.3(iv)(C7.3(ii)(B) and 7.3(v)(B7.3(iii) hereof upon the happening of the circumstances described therein. Those sections provide that in certain situations IMH or Infinet, as applicable, shall cause the Executive Consultant to become vested as of the Date of Termination in all or certain equity-based awards that may be granted by IMH or InfinetIMH, as applicableif any, and that such equity-based awards awards, if any, will thereafter be subject to the provisions of the applicable Equity Award Agreement Agreement, if any, as it applies to vested awards awards, if any, upon a termination. For purposes of clarification, although an a warrant or option grant may vest in accordance with these above-referenced Sections, such warrant or option shall thereafter be exercisable only for so long as the related option grant agreement provides, except that the compensation committee of the IMH Board or the Infinet Board, as applicable, may, in its respective sole discretion, elect to extend the expiration date of such option (but not beyond the option’s original expiration date). (B) Notwithstanding the definition of “Cause” which may appear in the Equity Award Agreements, for so long as this Agreement is in effect (X) any “for Cause” termination must be in compliance with the terms of this Agreement, including the definition of “Cause” set forth herein, and (Y) only in the event of a “for Cause” termination that meets both the definition in this Agreement and the definition in the Equity Award Agreement will the disposition of options and restricted stock or units under such Equity Award Agreement be treated in the manner described in such Equity Award Agreement in the case of a termination “for Cause.” (C) During the Employment PeriodTerm, any warrants or stock options options, if any, issued to Executive the Consultant shall provide that if Executive’s employment the Consultant is terminated in any manner which gives rise to an obligation under this Agreement to cause the acceleration of vesting of stock optionsthereof, then in such event such warrants or stock options options, if any, may be exercised by Executive the Consultant by having the applicable exercise price (but not any tax withholding obligations) satisfied in a cashless manner.

Clarification Regarding Treatment of Options and Restricted Stock or Units. The stock option and restricted stock or unit agreements (the “Equity Award Agreements”) that Executive has or the Consultant may receive from IMH or Infinet, as applicable, if any, may contain language regarding the effect of a termination of Executive’s employment the Consultant under certain circumstances. (A) Notwithstanding such language in the Equity Award Agreements, if any, for so long as this Agreement is in effect, IMH or Infinet, as applicable, shall be obligated, if the terms of this Agreement are more favorable in this regard than the terms of the Equity Award Agreements, if any, to take the actions required under Sections 7.3(ii8.3(ii), 7.3(iii)(B), 7.3(iv)(C8.3(iii)(C) and 7.3(v)(B8.3(iv)(B) hereof upon the happening of the circumstances described therein. Those sections provide that in certain situations IMH or Infinet, as applicable, shall cause the Executive Consultant to become vested as of the Date of Termination in all or certain equity-based awards that may be granted by IMH or Infinet, as applicable, if any, and that such equity-based awards awards, if any, will thereafter be subject to the provisions of the applicable Equity Award Agreement Agreement, if any, as it applies to vested awards awards, if any, upon a termination. For purposes of clarification, although an option grant may vest in accordance with these above-referenced Sections, such option shall thereafter be exercisable only for so long as the related option agreement provides, except that the compensation committee of the IMH Board or the Infinet Board, as applicable, may, in its respective sole discretion, elect to extend the expiration date of such option (but not beyond the option’s original expiration date). (B) Notwithstanding the definition of “Cause” which may appear in the Equity Award Agreements, for so long as this Agreement is in effect (X) any “for Cause” termination must be in compliance with the terms of this Agreement, including the definition of “Cause” set forth herein, and (Y) only in the event of a “for Cause” termination that meets both the definition in this Agreement and the definition in the Equity Award Agreement Agreement, if any, will the disposition of options and restricted stock or units under such Equity Award Agreement Agreement, if any, be treated in the manner described in such Equity Award Agreement Agreement, if any, in the case of a termination “for Cause.” (C) During the Employment PeriodTerm, any stock options issued to Executive the Consultant, if any, shall provide that if Executive’s employment the Consultant is terminated in any manner which gives rise to an obligation under this Agreement to cause the acceleration of vesting of stock options, if any, then in such event such stock options options, if any, may be exercised by Executive the Consultant by having the applicable exercise price (but not any tax withholding obligations) satisfied in a cashless manner.

Clarification Regarding Treatment of Options and Restricted Stock or Units. The stock option and restricted stock or unit agreements (the “Equity Award Agreements”) that Executive the Consultant has or may receive from IMH or Infinet, as applicable, may contain language regarding the effect of a termination of Executive’s employment the Consultant under certain circumstances. (A) Notwithstanding such language in the Equity Award Agreements, for so long as this Agreement is in effect, IMH or Infinet, as applicable, shall be obligated, if the terms of this Agreement are more favorable in this regard than the terms of the Equity Award Agreements, to take the actions required under Sections 7.3(ii8.3(ii), 7.3(iii)(B), 7.3(iv)(C8.3(iii)(C) and 7.3(v)(B8.3(iv)(B) hereof upon the happening of the circumstances described therein. Those sections provide that in certain situations IMH or Infinet, as applicable, shall cause the Executive Consultant to become vested as of the Date of Termination in all or certain equity-based awards granted by IMH or Infinet, as applicable, and that such equity-based awards will thereafter be subject to the provisions of the applicable Equity Award Agreement as it applies to vested awards upon a termination. For purposes of clarification, although an option grant may vest in accordance with these above-referenced Sections, such option shall thereafter be exercisable only for so long as the related option agreement provides, except that the compensation committee of the IMH Board or the Infinet Board, as applicable, may, in its respective sole discretion, elect to extend the expiration date of such option (but not beyond the option’s original expiration date). (B) Notwithstanding the definition of “Cause” which may appear in the Equity Award Agreements, for so long as this Agreement is in effect (X) any “for Cause” termination must be in compliance with the terms of this Agreement, including the definition of “Cause” set forth herein, and (Y) only in the event of a “for Cause” termination that meets both the definition in this Agreement and the definition in the Equity Award Agreement will the disposition of options and restricted stock or units under such Equity Award Agreement be treated in the manner described in such Equity Award Agreement in the case of a termination “for Cause.” (C) During the Employment PeriodTerm, any stock options issued to Executive the Consultant shall provide that if Executive’s employment the Consultant is terminated in any manner which gives rise to an obligation under this Agreement to cause the acceleration of vesting of stock options, then in such event such stock options may be exercised by Executive the Consultant by having the applicable exercise price (but not any tax withholding obligations) satisfied in a cashless manner.