Common use of Company ESPP Clause in Contracts

Company ESPP. Prior to the Effective Time, the Company Board (or, if appropriate, any committee administering the Company ESPP) shall take all actions as it deems necessary or appropriate to ensure that (i) no Payment Period (as defined in the Company ESPP) under the Company ESPP shall be commenced on or after the date of this Agreement, (ii) beginning on the date of this Agreement, no new participants may join the Company ESPP during the Payment Period in existence under the Company ESPP as of the date of this Agreement (such payment period, the “Existing Payment Period”), (iii) beginning on the date of this Agreement, no participant may increase the amount of his or her payroll deductions with respect to the Existing Payment Period, (iv) if the Acceptance Time shall occur prior to the end of the Existing Payment Period, all participant contributions under the Company ESPP shall be used to purchase Company Shares two (2) Business Days prior to the Acceptance Time in accordance with the terms of the Company ESPP as if such date was the last day of the Existing Payment Period and (v) the Company ESPP shall terminate in its entirety on the Closing Date and no further rights shall be granted or exercised under the Company ESPP thereafter.

Company ESPP. Prior to the Effective Time, the Company Board (or, if appropriate, any committee administering the Company ESPP) shall take all actions as it deems necessary or appropriate to ensure that (i) no Payment Offer Period (as defined in the Company ESPP) under the Company ESPP shall be commenced or extended on or after the date of this Agreement, (ii) beginning on the date of this Agreement, no new participants may join the Company ESPP during the Payment Offer Period in existence under the Company ESPP as of the date of this Agreement (such payment offer period, the “Existing Payment Offer Period”), (iii) beginning on the date of this Agreement, no participant may increase the amount of his or her payroll deductions with respect to the Existing Payment Offer Period, (iv) if the Acceptance Effective Time shall occur prior to the end of the Existing Payment Offer Period, all participant contributions under the Company ESPP shall be used to purchase Company Shares two no later than five (25) Business Days prior to the Acceptance expected Effective Time in accordance with the terms of the Company ESPP as if such date was the last day of the Existing Payment Offer Period (such date, the “ESPP Purchase Date”) and (v) the Company ESPP shall terminate in its entirety on the Closing Date and no further rights shall be granted or exercised under the Company ESPP thereafter.

Company ESPP. Prior The Company shall, prior to the Effective Time, take all actions necessary to terminate the Company’s 2014 Amended and Restated Employee Stock Purchase Plan (the “Company ESPP”) and all outstanding rights thereunder as of immediately prior to the Effective Time; provided, that from and after the date hereof, the Company Board (or, if appropriate, any committee administering the Company ESPP) shall take all actions as it deems necessary or appropriate to ensure that (i) ensure that no new “Payment Period Period” (as such term is defined in the Company ESPP) under the Company ESPP shall be commenced on or commences after the date of this Agreementhereof, (ii) beginning on the date of this Agreement, ensure that no new participants may join be permitted to participate in the Company ESPP during and that the existing participants thereunder may not increase their elections with respect to the Payment Period in existence under the Company ESPP as of effect on the date of this Agreement hereof (such payment period, the “Existing Final Payment Period”), ) and (iii) beginning on provide notice to participants describing the date of this Agreement, no participant may increase the amount of his or her payroll deductions with respect to the Existing Payment Period, (iv) if the Acceptance Time shall occur prior to the end of the Existing Payment Period, all participant contributions under the Company ESPP shall be used to purchase Company Shares two (2) Business Days prior to the Acceptance Time in accordance with the terms treatment of the Company ESPP as if such date was pursuant to this Section 2.07(h). If the last day of Effective Time occurs during the Existing Final Payment Period, the Final Payment Period and (v) the Company ESPP shall terminate in its entirety on no later than the day immediately prior to the Closing Date (the “ESPP Termination Date”), and no further rights shall be granted or exercised under the Company shall cause the exercise date applicable to the Final Payment Period to accelerate and occur on the ESPP thereafterTermination Date with respect to any then-outstanding options.