Common use of Divestiture Clause in Contracts

Divestiture. If prior to the third anniversary of the date of this Agreement, the Optionee’s employment is terminated by the Corporation due to a divestiture and the Optionee is employed by the purchasing entity, then the Optionee will immediately vest in a percentage of the Shares subject to this Option determined by dividing (i) the number of whole months from the most recent anniversary of the grant date (February 15) to the date that is twelve months after the termination date of the Optionee’s employment by (ii) 36, and the Option will cease to be exercisable and will be cancelled for the balance of the Shares subject to this Option.

Divestiture. If prior to the third anniversary of the date of this Agreement, the Optionee’s employment is terminated by the Corporation due to a divestiture and the Optionee is employed by the purchasing entity, then the Optionee will immediately vest in a percentage of the Shares subject to this Option determined by dividing (i) the number of whole months from the most recent anniversary of the grant date (February 15) Grant Date to the date that is twelve months after the termination date of the Optionee’s employment (or if earlier, the last Vesting Date) by (ii) 36, and the Option will cease to be exercisable and will be cancelled for the balance of the Shares subject to this Option.