Dissolution or Liquidation Merger or Change in Control of the Plan. In no event may Optionee exercise the Option after the Expiration Date.] OR [Unless otherwise required by law, or stated in an employment agreement approved by the Administrator between Company and Optionee, or stated in the Plan, this Agreement, to the extent that the Option is exercisable on the Termination Date, the Option granted in this Agreement shall be exercisable for three (3) months following the Termination Date or until the Expiration Date, if earlier. In no event may Optionee exercise the Option after the Expiration Date. In all cases, this Option may terminate earlier than provided in this paragraph or earlier than the expiration of the post-termination exercise period indicated below pursuant to Section 12 (“Adjustments; Dissolution or Liquidation; Merger or Change in Control”) of the Plan. For purposes hereof, the Administrator's determination of the reason for termination of Optionee as a Service Provider shall be conclusive and binding on Optionee and his or her representatives or legatees.
Dissolution or Liquidation Merger or Change in Control. (a) In the event of a dissolution or liquidation of the Company, the SARs granted hereunder shall terminate upon such dissolution or liquidation; provided, however, that the Company shall determine the amount of cash equal to the excess, if any, of (i) the fair market value of one share of the Company's Common Stock as of the thirtieth (30th) day prior to the proposed date of the dissolution or liquidation, over (ii) the most recently determined Benchmark Fair Market Value, multiplied by the number SARs then credited to the Employee's SAR Account and such cash amount (less any taxes required to be withheld by the Company) shall be paid to the Employee upon such dissolution or liquidation.
Dissolution or Liquidation Merger or Change in Control