Common use of Manner of Exercise Clause in Contracts

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested via the time of such notice as determined in accordance with the cumulative number of shares of Stock available Company’s dedicated on-line broker, or for exercise specified in the third column Optionees subject to Section 16 of the schedule set forth Act (as described in Section 1 hereof. Said notice shall specify of the number Plan), the broker of shares of Stock to be purchasedhis or her choice. (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one the Company, is coordinated through the Company’s dedicated on-line broker, or more for Optionees subject to Section 16 of the following methods: (i) in cashAct , by certified the broker of his or bank check or other instrument acceptable her choice, and then wired directly to the Board; or Company upon settlement. (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject The transfer to the Board's discretion); or (iii) by Optionee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this OptionStock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee Option may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined be exercised in accordance with the cumulative number of shares of Stock available for exercise specified in the third column terms of the schedule set forth in Section 1 hereofPlan and the administrative procedures established by the Company and/or the Committee from time to time. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment The exercise of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (is subject to the Board's discretion); or (iii) Optionee making appropriate tax withholding arrangements with the Company in accordance with the terms of the Plan and the administrative procedures established by the Optionee delivering Company and/or the Committee from time to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectiontime. (b) The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares (ii) the fulfillment of any other requirements prescribed by the Committee, as set forth abovecontained herein and in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement the Plan and any subsequent resale of the shares of Stock Option Shares will be in compliance with applicable laws and regulations. (c) If requested The Option Shares purchased upon the exercise of this Option, certificates for shares may Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person or in transfer agent upon compliance, to the name satisfaction of the executor Committee, with all requirements prescribed by the Committee and required under applicable laws or administrator regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Option Shares subject to this Option unless and until this Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Option Shares. Incentive Stock Option Agreement 2 (d) No partial exercise of an Option shall be for an aggregate exercise price of less than $1,000.00, unless this minimum is waived by the Committee. (de) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested via the time broker of such notice as determined in accordance with his or her choice (which may include the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchasedCompany’s dedicated on-line broker). (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one or more of the following methods: (i) in cashCompany, by certified or bank check or other instrument acceptable is coordinated through the chosen broker and then wired directly to the Board; or Company upon settlement. (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject The transfer to the Board's discretion); or (iii) by Optionee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this OptionStock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Section 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Price for the Option Shares purchasable at the time of such notice as determined to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee this Agreement and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectionPlan. (b) The delivery If Optionee is entitled to exercise the vested and exercisable portion of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth aboveOption, and any agreementwishes to do so, statement in whole or other evidence as part, Optionee shall (i) deliver to the Company a fully completed and executed notice of exercise, in such form as may require to satisfy itself that be designated by the issuance Company in its sole discretion, specifying the exercise date and the number of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Option Price for the Option Shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws and regulationsthe Plan. (c) If requested The Company’s obligation to deliver shares of the Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estatePlan. (d) Notwithstanding The Company and its Affiliates and subsidiaries, as applicable, shall be entitled to deduct from any other provision hereof or compensation otherwise due to Optionee the amount necessary to satisfy all such taxes. (e) Upon full payment of the PlanOption Price and satisfaction of all applicable tax obligations, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee or cause an uncertificated book-entry representing such shares to be made.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedureCommittee. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested Certificates for the shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in and delivered to the name Optionee upon compliance to the satisfaction of the Optionee jointly Committee with another person all requirements under applicable laws or regulations in connection with such issuance and with the name requirements hereof and of the executor Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or administrator to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares of Stock to the Optionee, and the Optionee's estatename shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be exercised at any one time shall be 100 shares, unless the number of shares with respect to which this Stock Option is being exercised is the total number of shares subject to exercise under this Stock Option at the time. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may exercise this Option only in (a) Unless determined otherwise by the following manner: from time to time on or prior Administrator, as a condition to the Expiration Date exercise of this the Option, the Optionee may give written notice shall (i) notify the Company at least 30 days prior to exercise and no earlier than 90 days prior to exercise that the Board of his election Optionee intends to purchase some or all exercise and (ii) concurrently with the exercise of the vested Option, execute the Stockholders Agreement, unless the Optionee has already executed the Stockholders Agreement. This Section 2.12 shall not apply if the Shares underlying the Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchasedare registered on Form S-8. (ab) Payment Notwithstanding any provision of this Agreement or the purchase price for Plan to the Option Shares may be made by one or more of the following methods: contrary, (i) in cashthe event of a Termination of Service of the Optionee by the Company or any of its parents or subsidiaries without Cause or due to Optionee’s Disability or by the Optionee for Good Reason or as a result of Optionee’s death, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) connection with a sale by the Optionee delivering pursuant to Section 4.4 or Section 4.5 of the Stockholders Agreement of Shares issuable upon exercise of the Options, the exercise price for any vested and exercisable portion of the Option may be paid in the manner described in Section 5(f)(iii) of the Plan without the requirement that the Administrator consent to such manner of exercise, unless such manner of exercise shall at such time be prohibited by any applicable financing agreement, indenture or other similar document to which the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements any of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulationsits subsidiaries is bound. (c) If requested Notwithstanding any provision of this Agreement or the Plan to the contrary, prior to an IPO, (i) in the event of a Termination of Service of the Optionee by the Company or any of its parents or subsidiaries without Cause or due to Optionee’s Disability or by the Optionee for Good Reason or as a result of Optionee’s death, or (ii) in connection with a sale by the Optionee pursuant to Section 4.4 or Section 4.5 of the Stockholders Agreement of Shares issuable upon exercise of the Options, the Optionee may satisfy his or her obligations with respect to tax withholding in connection with the exercise of this Optionthe Option by surrendering Shares then issuable upon exercise of the Option valued at their Fair Market Value on the date of exercise, certificates for shares may be issued subject to (i) the Administrator’s good faith determination that the Company, its parents and its subsidiaries possess sufficient liquidity at such time, such that allowing such manner of satisfaction of Optionee’s obligations with respect to tax withholding will not have a material negative impact on the operations or financial position of the Company and its parents and subsidiaries, and (ii) compliance with any applicable financing agreement, indenture or other similar document to which the Company or any of its subsidiaries is bound. Notwithstanding the foregoing, in the name event of a Termination of Service of the Optionee jointly by the Company or any of its parents or subsidiaries without Cause or by the Optionee for Good Reason, the Company shall not be required to permit the Optionee to satisfy his or her obligations with another person or respect to tax withholding in connection with the name exercise of the executor or administrator Option by surrendering Shares then issuable upon exercise of the Option if the Company agrees to extend the period described in Section 2.9(a)(ii) until the one-year anniversary of the date of the Optionee's estate. ’s Termination of Service (d) Notwithstanding any other provision hereof however, if the Final Expiration Date is within such one-year period, the Company shall be required to permit the Optionee to satisfy his or her obligations with respect to tax withholding in connection with the exercise of the Plan, no portion Option by surrendering Shares then issuable upon exercise of the Option in accordance with and subject to the conditions of this Option shall be exercisable after the Expiration Date hereofSection 2.12(c)).

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Administrator of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedureAdministrator. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this OptionStock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee Grantee may exercise this Option only in the following manner: from time to time on or prior Stock Appreciation Right by giving written notice of exercise to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify Company specifying the number of shares of Stock underlying this Stock Appreciation Right to be purchased. (a) Payment of exercised. The Grantee shall thereupon be entitled to receive, subject to Section 6 hereof, the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form largest whole number of shares of Stock with a value closest to, but not in excess of, the product of (i) the Fair Market Value of a share of Stock on the date of exercise less the Exercise Price per share, multiplied by (ii) the number of shares of Stock underlying the Stock Appreciation Right that are not then subject to restrictions under any Company plan (subject is being exercised. The transfer to the Board's discretion); or (iii) by Grantee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition transfer agent of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery Shares of certificates representing the Option Shares Stock will be contingent upon (i) the Company's receipt from fulfillment of any other requirements contained herein or in the Optionee Plan or in any other agreement or provision of full payment therefor, as set forth abovelaws, and (ii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased Stock pursuant to the exercise of Options Stock Appreciation Rights under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock issued upon the exercise of this OptionStock Appreciation Right shall be transferred to the Grantee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Grantee. The Grantee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock to be issued upon exercise of to this Stock Appreciation Right unless and until this Stock Appreciation Right shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Grantee, and the Grantee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Grantee shall have full voting, dividend and other ownership rights with respect to the shares of Stock so issued. (c) The minimum number of shares with respect to which this Stock Appreciation Right may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Appreciation Right is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Appreciation Right at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option Stock Appreciation Right shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Option only in the following manner: may, from time to time on or prior to the Expiration Date of this Stock Option, exercise this Stock Option only by completing the Optionee may give written notice to transaction through the Board of his election to purchase some Company’s administrative agent’s website or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify by calling its toll free number, specifying the number of shares Option Shares being purchased as a result of Stock to be purchased. (a) Payment such exercise, together with payment of the full purchase price for the Option Shares may be made by one or more being purchased. The transfer to the Optionee on the records of the following methods: (i) in cash, by certified Company or bank check or other instrument acceptable to of the Board; or (ii) in the form transfer agent of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. However, during any period that this Stock Option remains outstanding after the Optionee’s Service Relationship with the Company ends, the Optionee may exercise it only to the extent it was exercisable immediately prior to the end of the Optionee’s Service Relationship. In addition to the procedure for exercising this Stock Option as described in Section 5 of the Plan, the Optionee may elect, upon prior written notice to the Company, to have any employee withholding tax obligations resulting from the exercise of this Stock Option satisfied by a reduction in the number of shares of Stock issuable to the Optionee upon exercise. (b) The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) If requested upon the exercise In no event may a fraction of this Option, certificates for shares may a share be issued in the name of the Optionee jointly with another person exercised or in the name of the executor or administrator of the Optionee's estateacquired. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Section 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Price for the Option Shares purchasable at the time of such notice as determined to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee this Agreement and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectionPlan. (b) The delivery If Optionee is entitled to exercise the vested and exercisable portion of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth aboveOption, and any agreementwishes to do so, statement in whole or other evidence as part, Optionee shall (i) deliver to the Company a fully completed and executed notice of exercise, in such form as may require to satisfy itself that be designated by the issuance Company in its sole discretion, specifying the exercise date and the number of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Option Price for the Option Shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws and regulationsthe Plan. (c) If requested The Company’s obligation to deliver shares of the Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estatePlan. (d) Notwithstanding The Company and its Affiliates and subsidiaries, as applicable, shall be entitled to deduct from any other provision hereof or compensation otherwise due to Optionee the amount necessary to satisfy all such taxes. (e) Upon full payment of the PlanOption Price and satisfaction of all applicable tax obligations, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after delivered to Optionee or cause an uncertificated book-entry representing such shares to be made in the Expiration Date hereofname of Optionee.

Manner of Exercise. (a) The Optionee may exercise this Option only in the following manner: may, from time to time on or prior to the Expiration Date of this Stock Option, exercise this Stock Option only by completing the Optionee may give written notice to transaction through the Board of his election to purchase some Company’s administrative agent’s website or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify by calling its toll free number, specifying the number of shares Option Shares being purchased as a result of Stock to be purchased. (a) Payment such exercise, together with payment of the full purchase price for the Option Shares may be made by one or more being purchased. The transfer to the Optionee on the records of the following methods: (i) in cash, by certified Company or bank check or other instrument acceptable to of the Board; or (ii) in the form transfer agent of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor or administrator transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) In no event may a fraction of a share be exercised or acquired. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Share Option only in the following manner: from time to time on or prior to the Expiration Date of this Share Option, the Optionee may give written notice to the Board Administrator of his Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the aggregate Option Shares Exercise Price per Share may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in if permitted by the form Administrator, through the delivery (or attestation to the ownership) of shares of Stock Ordinary Shares that have been purchased by the Optionee on the open market or that are beneficially owned by the Optionee and are not then subject to any restrictions under any Company plan (subject to and that otherwise satisfy any holding periods as may be required by the Board's discretion)Administrator; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; aggregate Option Exercise Price per Share, provided that in the event the Optionee chooses to pay the option purchase price aggregate Option Exercise Price per Share as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; (iv) if permitted by the Administrator, by a “net exercise” arrangement pursuant to which the Company will reduce the number of Ordinary Shares issuable upon exercise by the largest whole number of Ordinary Shares with a Fair Market Value that does not exceed the aggregate Option Exercise Price per Share; or (v) a combination of (i), (ii), (iii) and (iv) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of full payment thereforthe aggregate Option Exercise Price per Share, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of law, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Ordinary Shares to be purchased pursuant to the exercise of Share Options under this Agreement the Plan and any subsequent resale of the shares of Stock Ordinary Shares will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the aggregate Option Exercise Price per Share by previously-owned Ordinary Shares through the attestation method (if permitted by the Administrator), the number of Ordinary Shares transferred to the Optionee upon the exercise of the Share Option shall be net of the Ordinary Shares attested to. (b) The Ordinary Shares purchased upon exercise of this Share Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Ordinary Shares subject to this Share Option unless and until this Share Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the Ordinary Shares to the Optionee, and the Optionee’s name shall have been entered as the shareholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Ordinary Shares. (c) If requested upon the exercise The minimum number of Ordinary Shares with respect to which this Option, certificates for shares Share Option may be issued exercised at any one time shall be 104 Ordinary Shares and shall be exercised in increments of 13 Ordinary Shares, unless the name number of Ordinary Shares with respect to which this Share Option is being exercised is the Optionee jointly with another person or in total number of Ordinary Shares subject to exercise under this Share Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Share Option shall be exercisable after the Expiration Date hereofDate.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to during the Expiration Date of this OptionExercise Period, the Optionee may give written notice to the Board Administrator of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofShares. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in cash in an amount no less than the form par value of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) Option Shares being purchased together with delivery by the Optionee delivering to the Company of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to promissory note in the Company cash or a check payable and acceptable to form attached hereto as Exhibit B in the Company to pay amount of the option remaining portion of the purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested Certificates for shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in and delivered to the name Optionee upon compliance to the satisfaction of the Optionee jointly Administrator with another person all requirements under applicable laws or regulations in connection with such issuance and with the name requirements hereof and of the executor or administrator Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (dc) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the earlier of (i) the issuance of the Remainder Option, if any, and (ii) the Expiration Date hereof.

Manner of Exercise. The This provision supplements Paragraph 2 of the Agreement: To facilitate compliance with withholding obligations for Tax-Related Items in Israel, the Company reserves the right to require the Optionee to exercise the Share Option by means of a “cashless-sell-all” method of exercise, whereby the Optionee delivers irrevocable and unconditional instructions to MSSB, or such other stock plan service provider as may exercise this Option only be selected by the Company in the following manner: from time future (the “Designated Broker”) to time on or prior sell all Ordinary Shares subject to the Expiration Date Share Option and deliver promptly to the Company an amount sufficient to pay the aggregate Option Exercise Price per Share and any Tax-Related Items. Alternatively, the Company reserves the right to (a) require the Optionee to sell all Ordinary Shares issued under this Agreement upon the Optionee’s termination of employment, or (b) maintain the Ordinary Shares issued under this OptionAgreement in an account with the Designated Broker, until the Ordinary Shares are sold. By accepting this Agreement, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to authorizes the Company to pay instruct the option purchase price; provided that in Designated Xxxxxx, to assist with the event mandatory sale of such Ordinary Shares (on the Optionee’s behalf pursuant to this authorization) and the Optionee chooses expressly authorizes the Designated Broker to pay complete the option purchase price as so providedsale of such Ordinary Shares. The Optionee agrees to sign any forms and/or consents required by the Company or the Designated Broker to effectuate the sale of the Ordinary Shares. The Optionee acknowledges that the Designated Broker is under no obligation to arrange for the sale of the Ordinary Shares at any particular price. Upon the sale of the Ordinary Shares, the Optionee cash proceeds from the sale of the Ordinary Shares, less any brokerage fees or commissions and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments any Tax-Related Items, will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant delivered to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulationsOptionee. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardCommittee; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Committee shall prescribe as a condition of such payment procedure; or (iii) a combination of (i) and (ii) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor or administrator transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (dc) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedureCommittee. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested Certificates for the shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in and delivered to the name Optionee upon compliance to the satisfaction of the Optionee jointly Committee with another person all requirements under applicable laws or regulations in connection with such issuance and with the name requirements hereof and of the executor Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or administrator to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares of Stock to the Optionee, and the Optionee's estatename shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (dc) Notwithstanding The minimum number of shares with respect to which this Stock Option may be exercised at any other provision hereof or of the Plan, no portion of this Option one time shall be exercisable after 100 shares, unless the Expiration Date hereofnumber of shares with respect to which this Stock Option is being exercised is the total number of shares subject to exercise under this Stock Option at the time.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested via the time of such notice as determined in accordance with the cumulative number of shares of Stock available Company's dedicated on-line broker, or for exercise specified in the third column Optionees subject to Section 16 of the schedule set forth Act (as described in Section 1 hereof. Said notice shall specify of the number Plan), the broker of shares of Stock to be purchasedhis or her choice. (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one the Company, is coordinated through the Company's dedicated on-line broker, or more for Optionees subject to Section 16 of the following methods: (i) in cashAct, by certified the broker of his or bank check or other instrument acceptable her choice, and then wired directly to the Board; or Company upon settlement. (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject The transfer to the Board's discretion); or (iii) by Optionee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or administrator regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee's estatename shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be exercised at any one time shall be 100 shares, unless the number of shares with respect to which this Stock Option is being exercised is the total number of shares subject to exercise under this Stock Option at the time. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior Participant may, subject to the Expiration Date limitations in this Agreement and the Plan, exercise all or any portion of this the Option that has vested. In order to exercise the Option, the Optionee may give Participant shall deliver to the Company a written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify specifying the number of shares of Stock Option Shares to be purchased. (a) Payment of the purchase price for the Option Shares may be made , accompanied by one or more of the following methods: (i) payment in cash, by certified or bank check or other instrument acceptable full of the entire Option Price with respect to such Option Shares and an amount at least equal to the Board; aggregate minimum taxes which the Company is obligated to withhold and deposit on behalf of the Participant, with respect to such exercise (the “Withholding Obligation”) or (ii) in the form (x) delivery of shares of Stock that are not then subject an irrevocable and unconditional undertaking by a creditworthy broker to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering deliver promptly to the Company sufficient funds to pay in full the Option Price with respect to such Option Shares and the Withholding Obligation or (y) delivery by the Participant to the Company of a properly executed exercise notice together with copy of irrevocable and unconditional instructions to a creditworthy broker to deliver promptly deliver to the Company cash or a check payable sufficient to pay in the full the Option Price with respect to such Option Shares and acceptable the Withholding Obligation. The Committee may, in its discretion, permit the Participant to pay all or part of the Option Price or the Withholding Obligation of the Participant by delivering to the Company for cancellation, Option Shares or an unexercised, but then exercisable, portion of the Option to pay the option purchase priceOption Shares; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements only whole Option Shares (or a portion of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will representing only whole Option Shares) may be contingent upon so used for payment of the Company's receipt from the Optionee of full payment therefor, as set forth above, Withholding Obligation and any agreement, statement or other evidence as portion of the Company may require to satisfy itself that the issuance of Withholding Obligation which cannot be satisfied with whole Option Shares to (or a portion of the Option representing only whole Option Shares) must be purchased paid in cash. No portion of the Option may be exercised after it has expired pursuant to Section 2(b) above or the exercise of Options under this Agreement and any subsequent resale termination of the shares of Stock will be in compliance Participant’s rights with applicable laws and regulationsrespect to the Option pursuant to Section 3 below. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee Option, or any exercisable portion thereof, may exercise this Option only in be exercised solely by delivery to the Secretary or his office of all of the following manner: from time to time on or prior to the Expiration Date of this Option, time when the Optionee may give written notice to the Board of his election to purchase some Option or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in portion becomes unexercisable under Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased.3.3: (a) Payment of Notice in writing signed by the purchase price for Optionholder stating that the Option Shares may be made or portion is thereby exercised, such notice complying with all applicable rules established by one or more of the following methods: Board; and (i) Full payment (in cash) for the shares with respect to which such Option or portion is exercised; or (ii) With the consent of the Board, (A) shares of the Company's Common Stock owned by certified the Optionholder duly endorsed for transfer to the Company or bank check (B) subject to the timing requirements of Section 4.3, shares of the Company's Common Stock issuable to the Optionholder upon exercise of the Option, with a Fair Market Value on the date of Option exercise equal to the aggregate purchase price of the shares with respect to which such Option or other instrument acceptable portion is exercised; or (iii) With the consent of the Board, any combination of the consideration provided in the foregoing subparagraphs (i) and (ii); and (c) A bona fide written representation and agreement, in a form satisfactory to the Board, signed by the Optionholder, stating that the shares of stock are being acquired for the Optionholder's own account, for investment and without any present intention of distributing or reselling said shares or any of them except as may be permitted under the Securities Act and then applicable rules and regulations thereunder, and that the Optionholder will indemnify the Company against and hold it free and harmless from any loss, damage, expense or liability resulting to the Company if any sale or distribution of the shares by such person is contrary to the representation and agreement referred to above. The Board may, in its absolute discretion, take whatever additional actions it deems appropriate to insure the observance and performance of such representation and agreement and to effect compliance with the Securities Act and any other federal or state securities laws or regulations. Without limiting the generality of the foregoing, the Board may require an opinion of counsel acceptable to it to the effect that any subsequent transfer of shares acquired on an Option exercise does not violate the Securities Act, and may issue stop-transfer orders covering such shares. Share certificates evidencing stock issued on exercise of this Option shall bear an appropriate legend referring to the provisions of this subsection (c) and the agreements herein. The written representation and agreement referred to in the first sentence of this subsection (c) shall, however, not be required if the shares to be issued pursuant to such exercise have been registered under the Securities Act, and such registration is then effective in respect of such shares; and (d) Full payment to the Company (or other employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the Option; with the consent of the Board, (i) shares of the Company's Common Stock owned by the Optionholder duly endorsed for transfer, or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so providedtiming requirements of Section 4.3, the Optionee and the broker shall comply with such procedures and enter into such agreements shares of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from Common Stock issuable to the Optionee Optionholder upon exercise of full payment thereforthe Option, as set forth above, and any agreement, statement or other evidence as having a Fair Market Value at the Company may require to satisfy itself that the issuance date of Option Shares exercise equal to the sums required to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Optionwithheld, certificates for shares may be issued in the name used to make all or part of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estatesuch payment. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said notice shall specify the number of shares of Stock to be purchased. (a) . No portion of this Option shall be exercisable after the Expiration Date. The exercise of this Option is subject to the Company’s xxxxxxx xxxxxxx policy, as in effect from time to time. Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (ia) in cash, by certified or bank check or other instrument acceptable to by the BoardCommittee; or (iib) in the form by delivery of shares of Common Stock that the Optionee has held for at least six (6) months and that are not then subject to restrictions under any Company plan (subject to the Board's discretion)plan; or (iiic) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Committee shall prescribe as a condition of such payment procedure; or (d) by the Optionee delivering to the Company a promissory note if the Board has expressly authorized the loan of funds to the Optionee for the purpose of enabling or assisting the Optionee to exercise the Option. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of the full payment thereforpurchase price therefore and the fulfillment of any other requirements contained in this Agreement, as set forth abovethe Plan, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance applicable provisions of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) laws. If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or person, in the name of the executor or administrator of the Optionee's ’s estate, or in the name of a designated beneficiary. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Share Option only in the following manner: from time to time on or prior to the Expiration Date of this Share Option, the Optionee may give written notice to the Board Administrator of his Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the aggregate Option Shares Exercise Price per Share may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in if permitted by the form Administrator, through the delivery (or attestation to the ownership) of shares of Stock Ordinary Shares that have been purchased by the Optionee on the open market or that are beneficially owned by the Optionee and are not then subject to any restrictions under any Company plan (subject to and that otherwise satisfy any holding periods as may be required by the Board's discretion)Administrator; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; aggregate Option Exercise Price per Share, provided that in the event the Optionee chooses to pay the option purchase price aggregate Option Exercise Price per Share as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; (iv) if permitted by the Administrator, by a “net exercise” arrangement pursuant to which the Company will reduce the number of Ordinary Shares issuable upon exercise by the largest whole number of Ordinary Shares with a Fair Market Value that does not exceed the aggregate Option Exercise Price per Share; or (v) a combination of (i), (ii), (iii) and (iv) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of full payment thereforthe aggregate Option Exercise Price per Share, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of law, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Ordinary Shares to be purchased pursuant to the exercise of Share Options under this Agreement the Plan and any subsequent resale of the shares of Stock Ordinary Shares will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the aggregate Option Exercise Price per Share by previously-owned Ordinary Shares through the attestation method (if permitted by the Administrator), the number of Ordinary Shares transferred to the Optionee upon the exercise of the Share Option shall be net of the Ordinary Shares attested to. (b) The Ordinary Shares purchased upon exercise of this Share Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Ordinary Shares subject to this Share Option unless and until this Share Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the Ordinary Shares to the Optionee, and the Optionee’s name shall have been entered as the shareholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Ordinary Shares. Version: June 2020 (c) If requested upon the exercise The minimum number of Ordinary Shares with respect to which this Option, certificates for shares Share Option may be issued exercised at any one time shall be 104 Ordinary Shares and shall be exercised in increments of 13 Ordinary Shares, unless the name number of Ordinary Shares with respect to which this Share Option is being exercised is the Optionee jointly with another person or in total number of Ordinary Shares subject to exercise under this Share Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Share Option shall be exercisable after the Expiration Date hereofDate.

Manner of Exercise. The Optionee may exercise this the Option only in the following manner: from From time to time on or prior to the Expiration Date of this OptionDate, the Optionee may give written notice to the Board Company of his any election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said notice shall specify the number of shares of Stock vested Shares to be purchased. (a) Payment purchased and shall be accompanied by payment therefor in cash, certified check, bank check or wire transfer, in U.S. funds, payable to the order of the Company in an amount equal to the purchase price for the Option Shares of such Shares, or such other method as may be made consented to by one or more the Administrator. The transfer to the Optionee on the records of the following methods: (i) in cash, by certified Company or bank check or other instrument acceptable to of the Board; or (ii) in transfer agent of the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option the Shares to be purchased pursuant to the exercise of Options under this Agreement the Plan and any subsequent resale of the shares of Stock such Shares will be in compliance with the applicable laws and regulations. (c) If requested . The Shares purchased upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after transferred to the Expiration Date Optionee on the records of the Company or of the transfer agent upon compliance, to the satisfaction of the Administrator, with all requirements under the applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Shares subject to this Option unless and until this Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered such Shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Shares. The minimum number of shares with respect to which this Option may be exercised at any one time shall be 100 shares, unless the number of shares with respect to which this Option is being exercised is the total number of shares subject to exercise under this Option at the time.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said notice shall specify the number of shares of Stock to be purchased. (a) . No portion of this Option shall be exercisable after the Expiration Date. The exercise of this Option is subject to the Company's xxxxxxx xxxxxxx policy, as in effect from time to time. Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (ia) in cash, by certified or bank check or other instrument acceptable to by the BoardCommittee; or (iib) in the form by delivery of shares of Common Stock that the Optionee has held for at least six months and that are not then subject to restrictions under any Company plan plan; (subject to the Board's discretion); or (iiic) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Committee shall prescribe as a condition of such payment procedure; or (d) by the Optionee delivering to the Company a promissory note if the Board of Directors of the Company has expressly authorized the loan of funds to the Optionee for the purpose of enabling or assisting the Optionee to exercise the Option. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of the full payment thereforpurchase price therefore and the fulfillment of any other requirements contained in this Agreement, as set forth abovethe Plan, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance applicable provisions of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) laws. If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or person, in the name of the executor or administrator of the Optionee's estate, or in the name of a designated beneficiary. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior 6.1 Subject to the Expiration Date terms and conditions of this OptionAgreement, the Optionee Option may give be exercised by delivery of written notice to the Board of his election to purchase some or all Secretary of the vested Option Shares purchasable Company at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofCompany's principal executive office. Said Such notice shall specify state that the Optionee is electing to exercise the Option and the number of shares Shares in respect of Stock to which the Option is being exercised and shall be purchased. (a) Payment signed by the person or persons exercising the Option on behalf of the purchase price for Optionee. If the Option Shares may be made by one Company requests, such person or more of the following methods: persons shall (i) in cash, by certified or bank check or other instrument acceptable deliver this Agreement to the Board; or Secretary of the Company who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the authority of such person or persons to exercise the Option on behalf of the Optionee. 6.2 The notice of exercise described in Section 6.1 shall be accompanied by the form Purchase Price for the number of shares Shares in respect of Stock that are which the Option is being exercised. 6.3 Upon receipt of notice of exercise and the Purchase Price for the Shares in respect of which the Option is being exercised, the Company shall take appropriate action to effect the transfer to the Optionee of the number of Shares as to which such exercise was effective. 6.4 The Optionee shall not then subject be deemed to restrictions under be the holder of, or to have any Company plan (of the rights of a holder with respect to, any Shares subject to the Board's Option until (i) the Option shall have been exercised pursuant to the terms of this Agreement and the Optionee shall have paid the full Purchase Price for the number of Shares in respect of which the Option was exercised, (ii) the Company has complied, in its discretion); , with any listing, registration or qualification requirement of any securities exchange or the National Association of Securities Dealers, Inc., as the case may be, or under any state or federal law, (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or name shall have been entered as a stockholder of record on the books of the PlanCompany, no portion of this Option and (iv) the Company shall be exercisable after have issued and delivered the Expiration Date hereofShares in certificate form to the Optionee, whereupon the Optionee shall have full voting and other ownership rights with respect to such shares.

Manner of Exercise. (a) The Optionee may exercise this Share Option only in the following manner: from time to time on or prior to the Expiration Date of this Share Option, the Optionee may give written notice to the Board Administrator of his Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the aggregate Option Shares Exercise Price per Share may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in if permitted by the form Administrator, through the delivery (or attestation to the ownership) of shares of Stock Ordinary Shares that have been purchased by the Optionee on the open market or that are beneficially owned by the Optionee and are not then subject to any restrictions under any Company plan (subject to and that otherwise satisfy any holding periods as may be required by the Board's discretion)Administrator; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; aggregate Option Exercise Price per Share, provided that in the event the Optionee chooses to pay the option purchase price aggregate Option Exercise Price per Share as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; (iv) if permitted by the Administrator, by a “net exercise” arrangement pursuant to which the Company will reduce the number of Ordinary Shares issuable upon exercise by the largest whole number of Ordinary Shares with a Fair Market Value that does not exceed the aggregate Option Exercise Price per Share; or (v) a combination of (i), (ii), (iii) and (iv) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of full payment thereforthe aggregate Option Exercise Price per Share, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of law, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Ordinary Shares to be purchased pursuant to the exercise of Share Options under this Agreement the Plan and any subsequent resale of the shares of Stock Ordinary Shares will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the aggregate Option Exercise Price per Share by previously-owned Ordinary Shares through the attestation method (if permitted by the Administrator), the number of Ordinary Shares transferred to the Optionee upon the exercise of the Share Option shall be net of the Ordinary Shares attested to. (b) The Ordinary Shares purchased upon exercise of this Share Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Ordinary Shares subject to this Share Option unless and until this Share Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the Ordinary Shares to the Optionee, and the Optionee’s name shall have been entered as the shareholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Ordinary Shares. (c) If requested upon the exercise The minimum number of Ordinary Shares with respect to which this Option, certificates for shares Share Option may be issued exercised at any one time shall be 104 Ordinary Shares and shall be exercised in increments of 13 Ordinary Shares, unless the name number of Ordinary Shares with respect to which this Share Option is being exercised is the Optionee jointly with another person or in total number of Ordinary Shares subject to exercise under this Share Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Share Option shall be exercisable after the Expiration Date hereof.Date. Version: June 2022

Manner of Exercise. The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Administrator of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) through the delivery (or in the form sole discretion of the Administrator, attestation to the ownership) of shares of Stock that have been purchased by the Optionee on the open market or that are beneficially owned by the Optionee and are not then subject to any restrictions under any Company plan (subject to and that otherwise satisfy any holding periods as may be required by the Board's discretion)Administrator; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; or (iv) a combination of (i), (ii) and (iii) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested . In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of this Option, certificates for shares may the Stock Option shall be issued in the name net of the Shares attested to. The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee jointly with another person or in on the name records of the executor Company or administrator of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee's estate. (d) . The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The (a) To the extent that the Option Right is exercisable in accordance with Section 5, the Option Right may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part on or prior to the Expiration Date Termination Date; provided, however, that Optionee must exercise the Option Right in multiples of 100 Option Shares unless fewer than 100 Option Shares are available for purchase by Optionee under this Option, Agreement at the time of exercise. (b) Optionee may give shall exercise the Option Right by delivering a signed written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said Company, which notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to and be accompanied by payment in full of the exercise of Options under this Agreement Option Price and any subsequent resale required taxes (as provided in the Plan) for the number of Option Shares specified for purchase; provided, however, that, with the prior approval of the Board, payment of the Option Price may be deferred and paid from the proceeds of sale through a bank or broker of some or all of the shares of Stock will be in compliance with applicable laws and regulationsto which such exercise relates. (c) If requested upon The Option Price shall be payable in cash or by check acceptable to the exercise Company or by wire transfer of this Optionimmediately available funds; provided that, certificates for shares if approved by the Board, the Option Price may be issued payable (i) by the actual or constructive transfer to the Company of Common Shares owned by Optionee for at least six months having a Market Value Per Share at the time of exercise equal to the total Option Price, or (ii) by a combination of cash, check or wire transfer and the payment method described in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateclause (i). (d) Notwithstanding any other provision hereof or The Company’s obligation to deliver Option Shares to Optionee is subject to and conditioned upon Optionee satisfying all tax obligations associated with Optionee’s exercise of the PlanOption Right. Unless otherwise approved by the Board, no portion all such tax obligations shall be payable in cash or by check acceptable to the Company or by wire transfer of immediately available funds. The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any payment otherwise due to Optionee the amount necessary to satisfy all such taxes. (e) Upon full payment of the Option Price and satisfaction of all applicable tax obligations, and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Agreement, the Company will cause certificates for the Option shall Shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee.

Manner of Exercise. The Optionee (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may exercise this Option only in be exercised by the following manner: Participant at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Sections 4 and 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Shares purchasable at Price for the time of such notice as determined shares to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for this Agreement and the Plan. (b) If the Participant is entitled to exercise specified in the third column vested and exercisable portion of the schedule set forth Option, and wishes to do so, in Section 1 hereof. Said whole or part, the Participant shall (i) deliver to the Company a fully completed notice of exercise, in a form as may hereinafter be designated by the Company in its sole discretion, specifying the exercise date (which shall specify be at least three (3) days after giving such notice unless an earlier time is mutually agreed upon) and the number of shares of Common Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Option Price for the shares of Common Stock to be acquired on exercise of Options under the Option (provided that in all events the Participant shall be permitted to elect to have the Company withhold a number of shares to be delivered upon exercise of the Option), plus an amount sufficient to satisfy any withholding tax obligations of the Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Section 7 of this Agreement and any subsequent resale Section 15.7 of the shares of Stock will be in compliance with applicable laws and regulationsPlan. (c) If requested The Company’s obligation to deliver shares of Common Stock to the Participant under this Agreement is subject to and conditioned upon the Participant satisfying all tax obligations associated with the Participant’s receipt, holding and exercise of the Option. Unless otherwise approved by the Committee, all such tax obligations shall be payable in accordance with the provisions of Section 7 of this Option, certificates for shares may be issued in the name Agreement and Section 15.7 of the Optionee jointly with another person or in Plan. The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any compensation otherwise due to the name of Participant the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any Upon full payment of the Option Price and satisfaction of all applicable tax obligations, and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Agreement, the Company shall electronically register the shares of Common Stock purchased hereunder in the Participant’s name (or the name of the person exercising the Option in the event of the Participant’s death) but shall not issue certificates to the Participant (or the person exercising the Option in the event of the Participant’s death) unless the Participant (or such other provision hereof or person) requests delivery of a certificate as described in Section 8.3(b) of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Administrator of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in through the form delivery (or attestation to the ownership) of shares of Stock that have been beneficially owned by the Optionee for at least six months and are not then subject to any restrictions under any Company plan (subject to the Board's discretion)plan; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable combination of (i) and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure(ii) above. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the Shares attested to. (b) Certificates for shares of Stock purchased upon exercise of this Stock Option shall be issued and delivered to the Optionee upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee's name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. The Optionee acknowledges and agrees that Stock acquired upon exercise of this Stock Option shall be subject to the terms and conditions of the Stock Restriction Agreement between the Optionee and the Company. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee Option may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined be exercised in accordance with the cumulative number of shares of Stock available for exercise specified in the third column terms of the schedule set forth in Section 1 hereofPlan and the administrative procedures established by the Company and/or the Committee from time to time. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment The exercise of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (is subject to the Board's discretion); or (iii) Optionee making appropriate tax withholding arrangements with the Company in accordance with the terms of the Plan and the administrative procedures established by the Optionee delivering Company and/or the Committee from time to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectiontime. (b) The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares (ii) the fulfillment of any other requirements prescribed by the Committee, as set forth abovecontained herein and in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement the Plan and any subsequent resale of the shares of Stock Option Shares will be in compliance with applicable laws and regulations. (c) If requested The Option Shares purchased upon the exercise of this Option, certificates for shares may Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person or in transfer agent upon compliance, to the name satisfaction of the executor Committee, with all requirements prescribed by the Committee and required under applicable laws or administrator regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Option Shares subject to this Option unless and until this Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Option Shares. (d) No partial exercise of an Option shall be for an aggregate exercise price of less than $1,000.00, unless this minimum is waived by the Committee. (e) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.. EXECUTIVE INCENTIVE STOCK OPTION AGREEMENT 2

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement and the Plan, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Section 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Price for the Option Shares purchasable at the time of such notice as determined to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for exercise specified in this Agreement and the third column Plan and, if applicable, satisfaction of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment Company's tax withholding obligations associated with Optionee's exercise of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectionOption. (b) The delivery If Optionee is entitled to exercise the vested and exercisable portion of certificates representing the Option Shares will be contingent upon Option, and wishes to do so, in whole or part, Optionee shall (i) deliver to the Company's receipt from the Optionee of full payment therefor, as directed by the Company, a fully completed and executed notice of exercise, in the form set forth above, and any agreement, statement on Exhibit A to this Agreement or on such other evidence form as may be designated by the Company may require in its sole discretion from time to satisfy itself that time, specifying the issuance exercise date and the number of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company, in a form satisfactory to the Company, in its sole discretion, the Option Price for the Option Shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws and regulationsthe Plan. (c) If requested The Company's obligation to deliver shares of the Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee's receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of the Plan. The Company and any Affiliates, as applicable, shall be entitled to deduct from any compensation otherwise due to Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any other provision hereof or Upon full payment of the PlanOption Price and satisfaction of all applicable tax withholding obligations of the Company and its Affiliates that arise in connection with the exercise of the Option, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee or cause an uncertificated book-entry representing such shares to be made.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Sections 4 and 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Shares purchasable at Exercise Price for the time of such notice as determined shares to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for this Agreement and the Plan. (b) If Optionee is entitled to exercise specified in the third column vested and exercisable portion of the schedule set forth Option, and wishes to do so, in Section 1 hereof. Said whole or part, Optionee shall (i) deliver to the Company a fully completed notice shall specify of exercise, in a form as may hereinafter be designated by the Company in its sole discretion, specifying the exercise date and the number of shares of Common Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Exercise Price for the shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws Sections 5.7 and regulations15.3 of the Plan. (c) If requested The Company’s obligation to deliver shares of the Common Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of Section 5.7 of the Plan. The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any compensation otherwise due to Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any other provision hereof or Upon full payment of the PlanExercise Price and satisfaction of all applicable tax obligations, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee or cause an uncertificated book-entry representing such shares to be made.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Committee of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardCommittee; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Committee shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery shares of certificates representing the Stock purchased upon exercise of this Stock Option Shares will shall be contingent upon the Company's receipt from transferred to the Optionee on the records of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require or of the transfer agent upon compliance to satisfy itself that the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of Option Shares the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be purchased the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the exercise terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of Options under this Agreement and any subsequent resale record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock will be in compliance with applicable laws and regulationsStock. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested via the time broker of such notice as determined in accordance with his or her choice (which may include the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchasedCompany's dedicated on-line broker). (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one or more of the following methods: (i) in cashCompany, by certified or bank check or other instrument acceptable is coordinated through the chosen broker and then wired directly to the Board; or Company upon settlement. (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject The transfer to the Board's discretion); or (iii) by Optionee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or administrator regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee's estatename shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be exercised at any one time shall be 100 shares, unless the number of shares with respect to which this Stock Option is being exercised is the total number of shares subject to exercise under this Stock Option at the time. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement and the Plan, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Section 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Price for the Option Shares purchasable at the time of such notice as determined to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for exercise specified in this Agreement and the third column Plan and, if applicable, satisfaction of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment Company’s tax withholding obligations associated with Optionee’s exercise of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectionOption. (b) The delivery If Optionee is entitled to exercise the vested and exercisable portion of certificates representing the Option Shares will be contingent upon Option, and wishes to do so, in whole or part, Optionee shall (i) deliver to the Company's receipt from the Optionee of full payment therefor, as directed by the Company, a fully completed and executed notice of exercise, in the form set forth above, and any agreement, statement on Exhibit A to this Agreement or on such other evidence form as may be designated by the Company may require in its sole discretion from time to satisfy itself that time, specifying the issuance exercise date and the number of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company, in a form satisfactory to the Company, in its sole discretion, the Option Price for the Option Shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws and regulationsthe Plan. (c) If requested The Company’s obligation to deliver shares of the Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of the Plan. The Company and any Affiliates, as applicable, shall be entitled to deduct from any compensation otherwise due to Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any other provision hereof or Upon full payment of the PlanOption Price and satisfaction of all applicable tax withholding obligations of the Company and its Affiliates that arise in connection with the exercise of the Option, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee or cause an uncertificated book-entry representing such shares to be made.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give Stock Option by giving written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable that have vested at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in through the form delivery (or attestation to the ownership) of shares of Stock that have been purchased by the Optionee on the open market or that are beneficially owned by the Optionee and are not then subject to any restrictions under any Company plan (subject to and that otherwise satisfy any holding periods as may be required by the Board's discretion)Administrator; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; or (iv) a combination of (i), (ii) and (iii) above. Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the shares attested to. (b) The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) If requested upon the exercise The minimum number of shares with respect to which this Option, certificates for shares Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this OptionStock Option and in accordance with the terms of this Stock Options, the Optionee may give written notice to the Board Company of his or her election to purchase purchase/subscribe some or all of the vested Shares subject to this Stock Option Shares purchasable purchasable/being available to subscription at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Shares to be purchased/subscribed. (ab) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form Board or, if allowable under applicable law, by way of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) offsetting receivables held by the Optionee delivering to against the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Company. (c) Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Option Company or of the transfer agent of the Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase/subscription price for the Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in this Agreement and Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased purchased/subscribed pursuant to the exercise of Stock Options under this Agreement and Plan and any subsequent resale of the shares of Stock Shares will be in compliance with applicable laws and regulations. (cd) If requested The Shares purchased/subscribed upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor or administrator transfer agent upon compliance to the satisfaction of the Board with all requirements under this Agreement and Plan, applicable laws or regulations in connection with such transfer and with the requirements hereof. The determination of the Board as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Shares subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Shares. Such Shares shall be freely transferable once the Stock Option has been exercised, subject to compliance with the applicable legal and regulatory provisions as set forth in Sections 6 and 12 below. (de) Notwithstanding any other provision hereof or of the this Agreement and Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof, unless allowable under applicable law.

Manner of Exercise. (a) The Optionee may exercise this Option Stock Option, to the extent vested, only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Committee of his the Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cashimmediately available funds in U.S. dollars, or by certified or bank check or other instrument acceptable to the Board; or cashier’s check; (ii) in the form by delivery of shares of Stock that are not then subject to restrictions under any Company plan (subject having a value equal to the Board's discretion); or exercise price; (iii) by a broker-assisted cashless exercise in accordance with procedures approved by the Optionee delivering Committee, whereby payment of the Option exercise price or tax withholding obligations may be satisfied, in whole or in part, with shares of Stock subject to the Option by delivery of an irrevocable direction to a securities broker (on a form prescribed by the Committee) to sell shares of Stock and to deliver all or part of the sale proceeds to the Company in payment of the aggregate exercise price and, if applicable, the amount necessary to satisfy the Company’s withholding obligations; or (iv) by any other means approved by the Committee (including, by delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver of “net exercise” to the Company cash or a check payable and acceptable Company, pursuant to which the Optionee shall receive (1) the number of shares of Stock underlying the Option so exercised, reduced by (2) the number of shares of Stock equal to (A) the aggregate exercise price of the Option for the portion so exercised divided by (B) the Fair Market Value on the date of exercise). Notwithstanding anything herein to the Company contrary, if the Committee determines that any form of payment available hereunder would be in violation of Section 402 of the Xxxxxxxx-Xxxxx Act of 2002, such form of payment shall not be available. The transfer to pay the option purchase price; provided that in the event the Optionee chooses to pay on the option purchase price as so provided, records of the Optionee and Company or of the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the exercised Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for such Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the Shares attested to. (b) The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such acquired shares of Stock. (c) If requested upon the exercise The minimum number of shares of Stock with respect to which this Option, certificates for shares Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares remaining subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following mannermanners: from time to time time, on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his or her election to purchase some or all of the vested Option Shares purchasable at by means of (i) a written notice to the time of such Administrator or (ii) an electronic notice as determined in accordance with to the cumulative number of shares of Stock available for exercise specified in the third column Administrator or other authorized representative of the schedule set forth in Section 1 hereofCompany (including a third-party administrator or broker designated by the Company). Said Whether written or electronic, such notice shall specify the number of shares of Stock Option Shares to be purchased. (a) purchased and shall be in a form approved by the Administrator. Payment of the purchase price Option Exercise Price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; Option Exercise Price, provided that in the event the Optionee chooses to pay the option purchase price Option Exercise Price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; or (iii) a combination of (i) and (ii) above. Payment instruments will be received subject to collection. (b) . The delivery of certificates certificates, or their electronic equivalent, representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested Certificates representing the shares of Stock, or their electronic equivalent, purchased upon the exercise of this OptionStock Option shall be issued and delivered to the Optionee upon compliance, certificates for to the satisfaction of the Administrator, with all requirements under applicable laws or regulations in connection with such issuance and with the requirements of this Agreement and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms of this Agreement, the Company shall have issued and delivered the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 10 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof of this Agreement or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereofDate.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this OptionStock Option and in accordance with the terms of this Stock Options, the Optionee may give written notice to the Board Company of his or her election to purchase purchase/subscribe some or all of the vested Shares subject to this Stock Option Shares purchasable purchasable/being available to subscription at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Shares to be purchased/subscribed. (ab) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form Board or, if allowable under applicable law, by way of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) offsetting receivables held by the Optionee delivering to against the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Company. (c) Payment instruments will be received subject to collection. (b) . The delivery transfer to the Optionee on the records of certificates representing the Option Company or of the transfer agent of the Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase/subscription price for the Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in this Agreement and Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased purchased/subscribed pursuant to the exercise of Stock Options under this Agreement and Plan and any subsequent resale of the shares of Stock Shares will be in compliance with applicable laws and regulations. (cd) If requested The Shares purchased/subscribed upon the exercise of this Option, certificates for shares may Stock Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person Company or in the name of the executor or administrator transfer agent upon compliance to the satisfaction of the Board with all requirements under this Agreement and Plan, applicable laws or regulations in connection with such transfer and with the requirements hereof. The determination of the Board as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Shares subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Shares. Such Shares shall be freely transferable once the Stock Option has been exercised, subject to compliance with the applicable legal and regulatory provisions as set forth in Sections 7 and 13 below. (de) Notwithstanding any other provision hereof or of the this Agreement and Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof, unless allowable under applicable law.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Sections 4 and 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Shares purchasable at Exercise Price for the time of such notice as determined shares to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for this Agreement and the Plan. (b) If Optionee is entitled to exercise specified in the third column vested and exercisable portion of the schedule set forth Option, and wishes to do so, in Section 1 hereof. Said whole or part, Optionee shall (i) deliver to the Company a fully completed notice shall specify of exercise, in a form as may hereinafter be designated by the Company in its sole discretion, specifying the exercise date and the number of shares of Common Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Exercise Price for the shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws Sections 5.7 and regulations15.3 of the Plan. (c) If requested The Company’s obligation to deliver shares of the Common Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of Section 5.7 of the Plan. The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any compensation otherwise due to Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any other provision hereof or Upon full payment of the PlanExercise Price and satisfaction of all applicable tax obligations, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after delivered to Optionee or cause an uncertificated book-entry representing the Expiration Date hereofsuch shares to be made.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior 6.1 Subject to the Expiration Date terms and conditions of this OptionAgreement, the Optionee Option may give be exercised by delivery of written notice to the Board of his election to purchase some or all Secretary of the vested Option Shares purchasable Company at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofCompany's principal executive office. Said Such notice shall specify state that the Optionee is electing to exercise the Option and the number of shares Shares in respect to which the Option is being exercised and shall be signed by the person or persons exercising the Option on behalf of Stock the Optionee. If the Company requests, such person or persons shall (i) deliver this Agreement to be purchasedthe Secretary of the Company who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the authority of such person or persons to exercise the Option on behalf of the Optionee. (a) Payment 6.2 The notice of exercise described in Section 6.1 shall be accompanied by the purchase Purchase price for the number of Shares in respect of which the Option is being exercised. 6.3 Upon receipt of notice of exercise and the Purchase Price for the Shares may be made by one or more in respect of which the Option is being exercised, the Company shall take appropriate action to effect the transfer to the Optionee of the following methods: number of Shares as to which such exercise was effective. 6.4 The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Shares subject to the Option until (i) in cash, by certified or bank check or other instrument acceptable the Option shall have been exercised pursuant to the Board; or terms of this Agreement and the Optionee shall have paid the full Purchase Price for the number of Shares in respect of which the Option was exercised, (ii) the Company has complied, in its discretion, with any listing, registration or qualification requirement of any securities exchange or the form National Association of shares of Stock that are not then subject to restrictions Securities Dealers, Inc., as the case may be, or under any Company plan (subject to the Board's discretion); state or federal law, (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof name shall have been entered as a stockholder or record on the books of the PlanCompany, no portion of this Option and (iv) the Company shall be exercisable after have issued and delivered the Expiration Date hereofShares in certificate form to the Optionee, whereupon the Optionee shall have full voting and other ownership rights with respect to such shares.

Manner of Exercise. The Optionee may 3.1 To exercise this Option only Option, Participant (or in the following manner: case of exercise after Participant’s death or incapacity, Participant’s executor, administrator, heir or legatee, as the case may be) must deliver to the Company an executed stock option exercise agreement in the form as may be approved by the Committee from time to time on or prior (the “Exercise Agreement”), which shall set forth, inter alia, (i) Participant’s election to exercise the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify (ii) the number of shares Option Shares being purchased, (iii) any restrictions imposed on the Option Shares, (iv) any representations, warranties and agreements regarding Participant’s investment intent and access to information as may be required by the Company to comply with applicable securities laws and (v) whether the Shares shall be certificated or held in book-form. If someone other than Participant exercises the Option, then such person must submit documentation reasonably acceptable to the Company verifying that such person has the legal right to exercise the Option. The Option may not be exercised unless all necessary regulatory approvals have been obtained and such exercise is in compliance with all applicable securities laws and all regulatory and other applicable laws of Stock to the Cayman Islands, as they are in effect on the date of exercise. The Exercise Agreement shall be purchased.accompanied by full payment of the Exercise Price for the Option Shares being purchased in cash or by cashiers’ check, or where permitted by law: (a) Payment provided that the shareholders of the purchase price Company have approved by ordinary resolution at a general meeting either the Plan which contemplates the manner of repurchase set out herein or the manner of repurchase of Shares contemplated hereby, and to the extent permitted by, and in compliance with, all applicable laws and the Company’s Memorandum and Articles of Association, by delivery to the Company of Shares having an aggregate Fair Market Value equal to the Exercise Price to be satisfied by their delivery which have been held by Participant for at least six (6) months; (b) through a “same day sale” commitment from Participant and a broker-dealer that is a member of the National Association of Securities Dealers (an “NASD Dealer”) whereby Participant irrevocably elects to exercise the Option and to sell a portion of the Option Shares so purchased sufficient to pay for the total Exercise Price and whereby the NASD Dealer irrevocably commits to forward the total Exercise Price directly to the Company; (c) by a “net exercise” method whereby the Company withholds from delivery of the Option Shares subject to the Option (or portion thereof) that number of whole Option Shares having a Fair Market Value on the date of exercise equal to (or, to avoid the issuance of fractional Option Shares, less than) the aggregate Exercise Price of the Option Shares being purchased upon such exercise (inclusive of the Option Shares being withheld as payment); or (d) by any combination of the foregoing. 3.2 At the time of exercise, Participant shall pay to the Company such amount as the Company deems necessary to satisfy its obligation to withhold any applicable income or other taxes incurred by reason of the exercise of the Option granted hereunder. Participant may be made satisfy any such tax withholding obligation relating to the exercise or acquisition of the Option Shares by one or more any of the following methodsmeans (in addition to the Company’s right to withhold or to direct the withholding from any compensation paid to Participant by the Company or by an Affiliate) or by a combination of such means: (i) in cash, by certified or bank check or other instrument acceptable to the Boardtendering a cash payment; or (ii) in authorizing the form of shares of Stock that are not then subject Company to restrictions under any Company plan (subject withhold Shares from the Shares otherwise issuable to the Board's discretionParticipant as a result of the exercise or acquisition of Option Shares hereunder (and payment therefor); provided, however, that no Shares are withheld with a value exceeding the minimum amount of tax required to be withheld by law; or (iii) provided that the shareholders of the Company have approved by ordinary resolution at a general meeting either the Optionee Plan which contemplates the manner of repurchase set out herein or the manner of repurchase of Shares contemplated hereby, and to the extent permitted by, and in compliance with, all applicable laws and the Company’s Memorandum and Articles of Association, delivering to the Company or to an Affiliate, owned and unencumbered Shares not acquired from the Company with a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver Fair Market Value equal to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements amount of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares tax liability to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulationssatisfied by their delivery. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The (a) To the extent that the Option is vested and exercisable in accordance with Section 4 of this Agreement, the Option may be exercised by Optionee may exercise this Option only in the following manner: at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Section 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Shares purchasable at Exercise Price for the time of such notice as determined shares to be acquired in accordance with the cumulative number terms and conditions of shares this Agreement and the Plan. (b) If Optionee is entitled to exercise the vested and exercisable portion of Stock available for exercise specified the Option, and wishes to do so, in whole or part, Optionee shall (i) deliver to the Company a fully completed and executed notice of exercise, in the third column of form attached as Annex A hereto, or such other form as may hereinafter be designated by the schedule set forth Company in Section 1 hereof. Said notice shall specify its sole discretion, specifying the exercise date and the number of shares of Common Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Exercise Price for the shares to be acquired on exercise of Options under this Agreement and the Option, plus an amount sufficient to satisfy any subsequent resale withholding tax obligations of the shares Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Stock will be in compliance with applicable laws and regulationsSection 10 of the Plan. (c) If requested The Company’s obligation to deliver shares of the Common Stock to Optionee under this Agreement is subject to and conditioned upon the Optionee satisfying all tax obligations associated with Optionee’s receipt, holding and exercise of this the Option. Unless otherwise approved by the Committee, certificates for shares may all such tax obligations shall be issued payable in accordance with the name provisions of Section 10 of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estatePlan. (d) Notwithstanding The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any other provision hereof or compensation otherwise due to Optionee the amount necessary to satisfy all such taxes. (e) Upon full payment of the PlanExercise Price and satisfaction of all applicable tax obligations, no portion and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Option Agreement, the Company shall cause certificates for the shares purchased hereunder to be exercisable after the Expiration Date hereofdelivered to Optionee or cause an uncertificated book-entry representing such shares to be made.

Manner of Exercise. (a) The Optionee may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board Committee (as defined in Section 2 of the Plan) of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; Committee or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Committee shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested Certificates for the shares of Stock purchased upon the exercise of this Option, certificates for shares may Stock Option shall be issued in and delivered to the name Optionee upon compliance to the satisfaction of the Optionee jointly Committee with another person all requirements under applicable laws or regulations in connection with such issuance and with the name requirements hereof and of the executor Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or administrator to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee's estatename shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be exercised at any one time shall be 100 shares, unless the number of shares with respect to which this Stock Option is being exercised is the total number of shares subject to exercise under this Stock Option at the time. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Option Stock Option, to the extent vested, only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Committee of his the Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cashimmediately available funds in U.S. dollars, or by certified or bank check or other instrument acceptable to the Board; or cashier’s check; (ii) in the form by delivery of shares of Stock that are not then subject to restrictions under any Company plan (subject having a value equal to the Board's discretion); or exercise price; (iii) by a broker-assisted cashless exercise in accordance with procedures approved by the Optionee delivering Committee, whereby payment of the Option exercise price or tax withholding obligations may be satisfied, in whole or in part, with shares of Stock subject to the Option by delivery of an irrevocable direction to a securities broker (on a form prescribed by the Committee) to sell shares of Stock and to deliver all or part of the sale proceeds to the Company in payment of the aggregate exercise price and, if applicable, the amount necessary to satisfy the Company’s withholding obligations; or (iv) by any other means approved by the Committee (including, by delivery of a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver of “net exercise” to the Company cash or a check payable and acceptable Company, pursuant to which the Optionee shall receive (1) the number of shares of Stock underlying the Option so exercised, reduced by (2) the number of shares of Stock equal to (A) the aggregate exercise price of the Option for the portion so exercised divided by (B) the Fair Market Value on the date of exercise). Notwithstanding anything herein to the Company contrary, if the Committee determines that any form of payment available hereunder would be in violation of Section 402 of the Xxxxxxxx-Xxxxx Act of 2002, such form of payment shall not be available. The transfer to pay the option purchase price; provided that in the event the Optionee chooses to pay on the option purchase price as so provided, records of the Optionee and Company or of the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the exercised Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for such Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested . In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of this Option, certificates for shares may the Stock Option shall be issued in the name net of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estateShares attested to. (db) Notwithstanding any other provision hereof The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan, no portion . The determination of this Option the Committee as to such compliance shall be exercisable after the Expiration Date hereof.final and binding on the

Manner of Exercise. (a) The Optionee Option may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined be exercised in accordance with the cumulative number of shares of Stock available for exercise specified in the third column terms of the schedule set forth in Section 1 hereofPlan and the administrative procedures established by the Company and/or the Committee from time to time. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment The exercise of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (is subject to the Board's discretion); or (iii) Optionee making appropriate tax withholding arrangements with the Company in accordance with the terms of the Plan and the administrative procedures established by the Optionee delivering Company and/or the Committee from time to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collectiontime. (b) The delivery transfer to the Optionee on the records of certificates representing the Company or of the transfer agent of the Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for the Option Shares, as set forth above(ii) the fulfillment of any other requirements prescribed by the Committee, contained herein and in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement the Plan and any subsequent resale of the shares of Stock Option Shares will be in compliance with applicable laws and regulations. (c) If requested The Option Shares purchased upon the exercise of this Option, certificates for shares may Option shall be issued in transferred to the name Optionee on the records of the Optionee jointly with another person or in transfer agent upon compliance, to the name satisfaction of the executor Committee, with all requirements prescribed by the Committee and required under applicable laws or administrator regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee's estate. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any Option Shares subject to this Option unless and until this Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such Option Shares. (d) No partial exercise of an Option shall be for an aggregate exercise price of less than $1,000.00, unless this minimum is waived by the Committee. (e) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Option only in the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board Company of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to and that have been held by the Board's discretion)Optionee for at least six months; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; , provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board Administrator shall prescribe as a condition of such payment procedure; or (iv) a combination of (i), (ii) and (iii) above. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of Certificates for the shares of Stock will purchased upon exercise of this Stock Option shall be in issued and delivered to the Optionee upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and regulationswith the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee's name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Administrator of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in through the form delivery (or attestation to the ownership) of shares of Stock that have been beneficially owned by the Optionee for at least six months and are not then subject to any restrictions under any Company plan (subject to the Board's discretion)plan; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable combination of (i) and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure(ii) above. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the Shares attested to. (b) Certificates for shares of Stock purchased upon exercise of this Stock Option shall be issued and delivered to the Optionee upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. The Optionee acknowledges and agrees that Stock acquired upon exercise of this Stock Option shall be subject to the terms and conditions of the Stock Restriction Agreement between the Optionee and the Company. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested via the time of such notice as determined in accordance with the cumulative number of shares of Stock available Company’s dedicated on-line broker, or for exercise specified in the third column Optionees subject to Section 16 of the schedule set forth Act (as described in Section 1 hereof. Said notice shall specify of the number Plan), the broker of shares of Stock to be purchasedhis or her choice. (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one the Company, is coordinated through the Company’s dedicated on-line broker, or more for Optionees subject to Section 16 of the following methods: (i) in cashAct, by certified the broker of his or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not her choice, and then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering wired directly to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver upon settlement. ii) The transfer to the Company cash or a check payable and acceptable to Optionee on the records of the Company to pay or of the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this OptionStock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee Notwithstanding anything to the contrary in this Option Agreement, you may exercise this Option only if it has not been forfeited or otherwise expired, and only to the extent it has vested. To exercise this Option, you must complete (i) the Notice of Share Option Exercise in the following manner: form attached hereto as Exhibit A (the “Notice of Share Option Exercise”) and (ii) the Investment Representation Statement attached hereto as Exhibit B and return each of them to the address indicated on the Notice of Share Option Exercise; or comply with such other procedures established by the Company under the Plan from time to time on time, which may include a requirement to exercise this Option through an agent designated by the Company for such purpose or prior through electronic means or to deliver specific notices and investment representations to the Expiration Date Company. The exercise of this Option will become effective upon receipt by the Company (or its designated agent) of your Notice of Share Option Exercise or other notice pursuant to such procedures and payment of the total exercise price in full. However, the Company shall not be obligated to issue Shares as a result of such exercise until all applicable withholding taxes due as a result of the exercise have been paid in full and any other procedures are completed. In addition, the Company may suspend exercise of the Option pending its or its Affiliate’s determination of whether your employment or service will be or could have been terminated for Cause and, if such a determination is made, any such notice will automatically be rescinded. If your personal representative or heir, or such other person or persons as may acquire your rights under this Option by will or by the laws of descent and distribution, wishes to exercise this Option after your death, such person must contact the Company and prove to the Company’s satisfaction that such person has the right and is entitled to exercise this Option. Your ability to exercise this Option, or the manner of exercise or payment of withholding taxes, may be restricted by the Company or Affiliate if required by applicable law or by the Company’s or Affiliate’s trading policies as in effect from time to time. Restrictions on Resale: By accepting this Option, you agree not to sell any Shares acquired under this Option at a time when applicable laws, Company policies or an agreement between the Company and its underwriters prohibit a sale. Transferability: You may not transfer or assign this Option for any reason, other than by will or the laws of descent and distribution or as otherwise set forth in the Plan. Any attempted transfer or assignment of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice other than as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one preceding sentence or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion will be null and void. Market Stand-Off: In connection with any underwritten public offering by the Company of its equity securities pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), you agree that you shall not directly or indirectly sell, make any short sale of, loan, hypothecate, pledge, offer, grant or sell any option or other contract for the purchase of, purchase any option or other contract for the sale of, or otherwise dispose of or transfer or agree to engage in any of the foregoing transactions with respect to, any Shares acquired under this Option without the prior written consent of the Company and the Company’s underwriters. Such restriction shall be exercisable after in effect for such period of time following the Expiration Date hereofdate of the final prospectus for the offering as may be requested by the Company or such underwriters. In no event, however, shall such period exceed one hundred eighty (180) days.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior Participant may, subject to the Expiration Date limitations in this Agreement and the Plan, exercise all or any portion of this the Option that has vested. In order to exercise the Option, Participant shall deliver to the Optionee may give Company a written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify specifying the number of shares of Stock Option Shares to be purchased. (a) Payment of the purchase price for the Option Shares may be made , accompanied by one or more of the following methods: (i) payment in cash, by certified or bank check or other instrument acceptable full of the entire Option Price with respect to such Option Shares and an amount equal to the Board; aggregate minimum federal, state and local income and employment taxes which the Company is obligated to withhold and deposit on behalf of Participant with respect to such exercise (the “Withholding Obligation”) or (ii) in the form (x) delivery of shares of Stock that are not then subject an irrevocable and unconditional undertaking by a creditworthy broker to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering deliver promptly to the Company sufficient funds to pay in full the Option Price with respect to such Option Shares and the Withholding Obligation or (y) delivery by Participant to the Company of a properly executed exercise notice together with copy of irrevocable and unconditional instructions to a creditworthy broker to deliver promptly deliver to the Company cash or a check payable sufficient to pay in the full the Option Price with respect to such Option Shares and acceptable the Withholding Obligation. The Committee may, in its discretion, permit Participant to pay all or part of the Option Price or the Withholding Obligation of Participant by delivering to the Company for cancellation, Option Shares or an unexercised, but then exercisable, portion of the Option to pay the option purchase price; Option Shares, provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements only whole Option Shares (or a portion of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will representing only whole Option Shares) may be contingent upon so used for payment of the Company's receipt from the Optionee of full payment therefor, as set forth above, Withholding Obligation and any agreement, statement or other evidence as portion of the Company may require to satisfy itself that the issuance of Withholding Obligation which can not be satisfied with whole Option Shares to (or a portion of the Option representing only whole Option Shares) must be purchased paid in cash. No portion of the Option may be exercised after it has expired pursuant to Section 2(b) above or the exercise termination of Options under this Agreement and any subsequent resale of Participant’s rights with respect to the shares of Stock will be in compliance with applicable laws and regulationsOption pursuant to Section 3 below. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board of his election elect to purchase some or all of the vested Option Shares purchasable at with respect to which this Stock Option has vested and is exercisable via the time of such notice as determined in accordance with the cumulative number of shares of Stock available Company’s dedicated on-line broker, or for exercise specified in the third column Optionees subject to Section 16 of the schedule set forth Act (as defined in Section 1 hereof. Said notice shall specify of the number Plan), the broker of shares of Stock to be purchasedhis or her choice. (ai) Payment of the purchase price for the Option Shares may be made Shares, as well as payment for any applicable taxes withheld by one the Company, is coordinated through the Company’s dedicated on-line broker, or more for Optionees subject to Section 16 of the following methods: (i) in cashAct, by certified the broker of his or bank check or other instrument acceptable her choice, and then wired directly to the Board; or Company upon settlement. (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject The transfer to the Board's discretion); or (iii) by Optionee on the Optionee delivering to records of the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or of the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements transfer agent of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's ’s receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (cb) If requested The shares of Stock purchased upon the exercise of this OptionStock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, certificates for or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. (c) The minimum number of shares with respect to which this Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may exercise this Option only in the following manner: from time to time on or prior 6.1 Subject to the Expiration Date terms and conditions of this OptionAgreement, the Optionee Option may give be exercised by delivery of written notice to the Board of his election to purchase some or all Secretary of the vested Option Shares purchasable Company at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofCompany's principal executive office. Said Such notice shall specify state that the Optionee is electing to exercise the Option and the number of shares Shares in respect of Stock to which the Option is being exercised and shall be purchased. (a) Payment signed by the person or persons exercising the Option on behalf of the purchase price for Optionee. If the Option Shares may be made by one Company requests, such person or more of the following methods: persons shall (i) in cash, by certified or bank check or other instrument acceptable deliver this Agreement to the Board; or Secretary of the Company who shall endorse thereon a notation of such exercise and (ii) provide satisfactory proof as to the authority of such person or persons to exercise the Option on behalf of the Optionee. 6.2 The notice of exercise described in Section 6.1 shall be accompanied by the form Purchase Price for the number of shares Shares in respect of Stock that are which the Option is being exercised. 6.3 Upon receipt of notice of exercise and the Purchase Price for the Shares in respect of which the Option is being exercised, the Company shall take appropriate action to effect the transfer to the Optionee of the number of Shares as to which such exercise was effective. 6.4 The Optionee shall not then subject be deemed to restrictions under be the holder of, or to have any Company plan (of the rights of a holder with respect to, any Shares subject to the Board's Option until (i) the Option shall have been exercised pursuant to the terms of this Agreement and the Optionee shall have paid the full Purchase Price for the number of Shares in respect of which the Option was exercised, (ii) the Company has complied, in its discretion); , with any listing, registration or qualification requirement of any securities exchange or the National Association of Securities Dealers, Inc., as the case may be, or under any state or federal law, (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof name shall have been entered as a stockholder or record on the books of the PlanCompany, no portion of this Option and (iv) the Company shall be exercisable after have issued and delivered the Expiration Date hereofShares in certificate form to the Optionee, whereupon the Optionee shall have full voting and other ownership rights with respect to such shares.

Manner of Exercise. The Optionee Notwithstanding anything to the contrary in this Option Agreement, you may exercise this Option only if it has not been forfeited or otherwise expired, and only to the extent it has vested. To exercise this Option, you must complete (i) the Notice of Share Option Exercise in the following manner: form attached hereto as Exhibit A (the “Notice of Share Option Exercise”) and (ii) the Investment Representation Statement attached hereto as Exhibit B and return each of them to the address indicated on the Notice of Share Option Exercise; or comply with such other procedures established by the Company under the Plan from time to time, which may include a requirement to exercise this Option through an agent designated by the Company for such purpose or through electronic means or to deliver specific notices and investment representations to the Company. The exercise of this Option will become effective upon receipt by the Company (or its designated agent) of your Notice of Share Option Exercise or other notice pursuant to such procedures and payment of the total exercise price in full. However, the Company shall not be obligated to issue Shares as a result of such exercise until all applicable withholding taxes due as a result of the exercise have been paid in full and any other procedures are completed. In addition, the Company may suspend exercise of the Option pending its or its Affiliate’s determination of whether your employment or service will be or could have been terminated for Cause and, if such a determination is made, any such notice will automatically be rescinded. If your personal representative or heir, or such other person or persons as may acquire your rights under this Option by will or by the laws of descent and distribution, wishes to exercise this Option after your death, such person must contact the Company and prove to the Company’s satisfaction that such person has the right and is entitled to exercise this Option. Your ability to exercise this Option, or the manner of exercise or payment of withholding taxes, may be restricted by the Company or Affiliate if required by applicable law or by the Company’s or Affiliate’s trading policies as in effect from time to time Restrictions on Resale: By accepting this Option, you agree not to sell any Shares acquired under this Option at a time when applicable laws, Company policies or prior to an agreement between the Expiration Date Company and its underwriters prohibit a sale. Transferability: You may not transfer or assign this Option for any reason, other than by will or the laws of descent and distribution or as otherwise set forth in the Plan. Any attempted transfer or assignment of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice other than as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one preceding sentence or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion will be null and void. Market Stand-Off: In connection with any underwritten public offering by the Company of its equity securities pursuant to an effective registration statement filed under the Securities Act of 1933, as amended (the “Securities Act”), you agree that you shall not directly or indirectly sell, make any short sale of, loan, hypothecate, pledge, offer, grant or sell any option or other contract for the purchase of, purchase any option or other contract for the sale of, or otherwise dispose of or transfer or agree to engage in any of the foregoing transactions with respect to, any Shares acquired under this Option without the prior written consent of the Company and the Company’s underwriters. Such restriction shall be exercisable after in effect for such period of time following the Expiration Date hereofdate of the final prospectus for the offering as may be requested by the Company or such underwriters. In no event, however, shall such period exceed one hundred eighty (180) days.

Manner of Exercise. The Optionee An Option to Purchase, or any exercisable portion thereof, may exercise this Option only be exercised by a Management Stockholder who is not an executive officer of the Company in the following manner: from time to time on or prior manner described in the Section titled “Exercising Your Stock Options” appearing in “A Guide to the Expiration Date Amphenol Corporation Stock Option Plan” appearing on the Company’s Client Home Page available through xxx.xxxxxxxxxxxxx.xxx. An executive officer of this Optionthe Company will require the assistance of the Executive Chairman, the Optionee may give written notice to Chief Executive Officer, Chief Financial Officer or the Board of his election to purchase some or all General Counsel of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cashCompany and personal assistance from Xxxxx Xxxxxx, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no to exercise any Option to Purchase, or any exercisable portion thereof. The Optionee may be asked to provide a bona fide written representation and agreement, in a form satisfactory to the Committee, signed by the Optionee or other person then entitled to exercise such Option or portion thereof, stating that the shares of this stock are being acquired for his own account, for investment and without any present intention of distributing or reselling said shares or any of them except as may be permitted under the Securities Act of 1933, as amended (the “Act”), and then applicable rules and regulations thereunder, and that the Optionee or other person then entitled to exercise such Option or portion thereof will indemnify the Company against and hold it free and harmless from any loss, damage, expense or liability resulting to the Company if any sale or distribution of the shares by such person is contrary to the representation and agreement referred to above; provided, however, that the Committee may, in its absolute discretion, take whatever additional actions it deems appropriate to ensure the observance and performance of such representation and agreement and to effect compliance with the Act and any other federal or state securities laws or regulations; and In the event the Option to Purchase or any portion thereof shall be exercisable after exercised pursuant to Section 4.1 by any person or persons other than the Expiration Date hereofOptionee, the Committee may require appropriate proof of the right of such person or persons to exercise the Option to Purchase. Without limiting the generality of the foregoing, the Committee may require an opinion of counsel acceptable to it to the effect that any subsequent transfer of shares acquired on exercise of an Option to Purchase does not violate the Act, and may issue stop-transfer orders covering such shares. Share certificates evidencing stock issued on exercise of an Option to Purchase shall bear an appropriate legend referring to the provisions of the second paragraph above and the agreements herein. The written representation and agreement referred to in the second paragraph above shall, however, not be required if the shares to be issued pursuant to such exercise have been registered under the Act, and such registration is then effective in respect of such shares.

Manner of Exercise. The Optionee You may exercise your Option only to the extent vested and only if the Option has not terminated. To exercise your Option, you must complete the “Notice of Stock Option Exercise” form provided by the Company and return it to the address indicated on the form. Your form must specify how many shares you wish to purchase and will explain how you must satisfy the exercise price and withholding taxes due, if any, upon exercise. The form will be effective when it is received by the Company. If someone else wants to exercise your Option after your death, that person must contact the Company and prove to the Company’s satisfaction that he or she is entitled to do so. Your ability to exercise the Option may be restricted by the Company if required by applicable law, any Company policy or any agreement between the Company and its underwriters. Requirements of Law and Securities Exchange: The granting of this Option only in and the following manner: from time to time on or prior to the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number issuance of shares of Common Stock available in connection with the exercise of this Option are subject to all applicable laws, rules and regulations and to such approvals by any governmental agencies or national securities exchanges as may be required. Notwithstanding any other provision of this Option Award, the Company has no liability to deliver any shares of Common Stock under this Option or make any payment unless such delivery or payment would comply with all applicable laws and the applicable requirements of any securities exchange or similar entity, and unless and until you have taken all actions required by the Company in connection therewith. The Company may impose such restrictions on any shares issued under this Option as the Company determines necessary or desirable to comply with all applicable laws, rules and regulations or the applicable requirements of any national securities exchanges. Transferability: You may not transfer or assign your Option for exercise specified any reason, other than under your will or as required by intestate laws. Any attempted transfer or assignment in violation of this provision will be null and void. During your lifetime, only you (or your guardian or legal representative if approved by the Company in the third column event of your incapacity) are entitled to exercise the schedule set forth in Section 1 hereofvested portion of your Option. Said notice shall specify Restrictions on Resale: By accepting the number of shares of Stock Option, you agree not to be purchased. (a) Payment of the purchase price for sell any Shares acquired under the Option Shares may be made at a time when applicable laws, Company policies or an agreement between the Company and its underwriters prohibit a sale. No Right to Continue Employment or Service: Neither this Option nor any related material shall give you the right to continue in employment by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering perform services to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to or shall adversely affect the Company cash or a check payable and acceptable to right of the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply terminate your employment or service relationship with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company with or without Cause at any time. No Fractional Shares: No fractional shares of Common Stock may require to satisfy itself that the issuance of Option Shares to be purchased issued or delivered pursuant to the exercise of Options under this Agreement Option, and any subsequent resale of the shares of Stock Committee may determine whether cash, other securities or other property will be paid or transferred in compliance with lieu of any fractional shares, or whether such fractional shares or any rights to fractional shares will be canceled, terminated or otherwise eliminated. Tax Withholding: This Option has been granted subject to the condition that you consent to whatever action the Committee directs to satisfy the statutory federal and state tax withholding requirements, if any, which the Company determines are applicable laws and regulations. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name . Availability of Annual Report to Stockholders and Other SEC Filings: A copy of the Optionee jointly Company’s most recent annual report to stockholders and other filings made with another person or in the name Securities and Exchange Commission are available on the Company’s internet website, xxx.xxxxxxxxxxxxxxxx.xxx, under the “Investors Relations” section. If you would like to receive a paper copy of the executor or administrator Company’s most recent annual report to stockholders and other filings made by the Company with the Securities and Exchange Commission, please contact Vice President and General Counsel of the Optionee's estateCompany. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee (a) Subject to Section 5(c) hereof, an exercisable Option, or any exercisable portion thereof, may exercise this Option only in be exercised solely by delivery to the Secretary of PGI or the Secretary's office (with a copy thereof to the Escrow Agent) of all of the following manner: from time to time on or prior to the Expiration Date time as of this Option, which such Option ceases to be exercisable: (i) notice in writing signed by the Optionee may give written notice or other person then entitled to the Board of his election to purchase some exercise such Option or all of the vested portion thereof, stating that such Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased.or portion is exercised; (aii) Payment of the purchase price full payment (in cash or by check) for the Option Shares may be made by one with respect to which such Option is thereby exercised; (iii) the payment to PGI of all amounts, if any, which it is required to withhold under federal, state or more local law in connection with the exercise of the following methods: Option; (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (iiv) in the form of shares of Stock event that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash Option or a check payable and acceptable to portion thereof shall be exercised by any person or persons other than the Company to pay Optionee, appropriate proof of the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition right of such payment procedure. Payment instruments will be received subject person or persons to collectionexercise the Option or portion thereof. (b) The delivery Upon such exercise of certificates representing the Option as provided above, the Escrow Agent shall deliver to Optionee the Certificate for the Shares, the stock power for such Shares will be contingent upon and all dividends or other distributions with respect to the Company's receipt from Shares held by the Escrow Agent together with all interest accrued thereon. In the event that Optionee exercises the Option with respect to some, but not all of the Option Shares, the Escrow Agent shall deliver the Certificate to the Company and request that the Company issue to Optionee a replacement certificate (the "Optionee Certificate") for the number of Shares for which Optionee has exercised the Opt ion and to PGI a replacement certificate for the remaining Shares (the "PGI Certificate"). The Optionee Certificate, together with all dividends and other distributions with respect to the Shares represented by the Optionee of full payment thereforCertificate, as set forth aboveshall be delivered to Optionee by the Escrow Agent. The PGI Certificate, together with all dividends and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant distributions with respect to the exercise Shares represented by the PGI Certificate and a new stock power executed by PGI for the PGI Certificate, shall be held by the Escrow Agent subject to the terms and conditions of Options under this Agreement Stock Option and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulationsDeposit Agreement. (c) If requested upon Notwithstanding anything to the exercise of this Optioncontrary herein, certificates for shares the Option may not be issued exercised, in the name of the Optionee jointly with another person whole or in part, unless and until the name PGI/HRT Pledge is terminated and the Certificate is returned to PGI (or to the Escrow Agent at the direction of the executor or administrator of the Optionee's estatePGI). (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Stock Option only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Administrator of his or her election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) . Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the BoardAdministrator; or (ii) in through the form delivery (or attestation to the ownership) of shares of Stock that have been beneficially owned by the Optionee for at least six months and are not then subject to any restrictions under any Company plan (subject to the Board's discretion)plan; or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable combination of (i) and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure(ii) above. Payment instruments will be received subject to collection. (b) . The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment thereforfor the Option Shares, as set forth above, above and any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the Shares attested to. (b) Certificates for shares of Stock purchased upon exercise of this Stock Option shall be issued and delivered to the Optionee upon compliance to the satisfaction of the Administrator with all requirements under applicable laws or regulations in connection with such issuance and with the requirements hereof and of the Plan. The determination of the Administrator as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company shall have issued and delivered the shares to the Optionee, and the Optionee's name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such shares of Stock. The Optionee acknowledges and agrees that Stock acquired upon exercise of this Stock Option shall be subject to the terms and conditions of the Stock Restriction Agreement between the Optionee and the Company. (c) If requested upon the exercise The minimum number of shares with respect to which this Option, certificates for shares Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. (a) The Optionee may exercise this Option Stock Option, to the extent vested, only in the following manner: from time to time on or prior to the Expiration Date of this Stock Option, the Optionee may give written notice to the Board Committee of his the Optionee’s election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereofnotice. Said This notice shall specify the number of shares of Stock Option Shares to be purchased. (a) Payment Section 1. 422-5. Notwithstanding anything herein to the contrary, if the Committee determines that any form of payment available hereunder would be in violation of Section 402 of the purchase price for Xxxxxxxx-Xxxxx Act of 2002, such form of payment shall not be available. The transfer to the Option Shares may be made by one or more Optionee on the records of the following methods: (i) in cash, by certified Company or bank check or other instrument acceptable to of the Board; or (ii) in transfer agent of the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the exercised Option Shares will be contingent upon (i) the Company's ’s receipt from the Optionee of the full payment thereforpurchase price for such Option Shares, as set forth above, (ii) the fulfillment of any other requirements contained herein or in the Plan or in any other agreement or provision of laws, and (iii) the receipt by the Company of any agreement, statement or other evidence as that the Company may require to satisfy itself that the issuance of Option Shares Stock to be purchased pursuant to the exercise of Stock Options under this Agreement the Plan and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulations. In the event the Optionee chooses to pay the purchase price by previously-owned shares of Stock through the attestation method, the number of shares of Stock transferred to the Optionee upon the exercise of the Stock Option shall be net of the Shares attested to. (b) The shares of Stock purchased upon exercise of this Stock Option shall be transferred to the Optionee on the records of the Company or of the transfer agent upon compliance to the satisfaction of the Committee with all requirements under applicable laws or regulations in connection with such transfer and with the requirements hereof and of the Plan. The determination of the Committee as to such compliance shall be final and binding on the Optionee. The Optionee shall not be deemed to be the holder of, or to have any of the rights of a holder with respect to, any shares of Stock subject to this Stock Option unless and until this Stock Option shall have been exercised pursuant to the terms hereof, the Company or the transfer agent shall have transferred the shares to the Optionee, and the Optionee’s name shall have been entered as the stockholder of record on the books of the Company. Thereupon, the Optionee shall have full voting, dividend and other ownership rights with respect to such acquired shares of Stock. (c) If requested upon the exercise The minimum number of shares of Stock with respect to which this Option, certificates for shares Stock Option may be issued in exercised at any one time shall be 100 shares, unless the name number of shares with respect to which this Stock Option is being exercised is the Optionee jointly with another person or in total number of shares remaining subject to exercise under this Stock Option at the name of the executor or administrator of the Optionee's estatetime. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Stock Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee may 4.1 To exercise this Option only Option, Participant (or in the following manner: case of exercise after Participant’s death or incapacity, Participant’s executor, administrator, heir or legatee, as the case may be) must deliver to the Company an executed stock option exercise agreement in the form as may be approved by the Committee from time to time on or prior (the “Exercise Agreement”), which shall set forth, inter alia, (i) Participant’s election to exercise the Expiration Date of this Option, the Optionee may give written notice to the Board of his election to purchase some or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in Section 1 hereof. Said notice shall specify (ii) the number of shares Option Shares being purchased, (iii) any restrictions imposed on the Option Shares, (iv) any representations, warranties and agreements regarding Participant’s investment intent and access to information as may be required by the Company to comply with applicable securities laws and (v) whether the Shares shall be certificated or held in book-form. If someone other than Participant exercises the Option, then such person must submit documentation reasonably acceptable to the Company verifying that such person has the legal right to exercise the Option. The Option may not be exercised unless all necessary regulatory approvals have been obtained and such exercise is in compliance with all applicable securities laws and all regulatory and other applicable laws of Stock to the Cayman Islands, as they are in effect on the date of exercise. The Exercise Agreement shall be purchased.accompanied by full payment of the Exercise Price for the Option Shares being purchased in cash or by cashiers’ check, or where permitted by law: (a) Payment provided that the shareholders of the purchase price Company have approved by ordinary resolution at a general meeting either the Plan which contemplates the manner of repurchase set out herein or the manner of repurchase of Shares contemplated hereby, and to the extent permitted by, and in compliance with, all applicable laws and the Company’s Memorandum and Articles of Association, by delivery to the Company of Shares having an aggregate Fair Market Value equal to the Exercise Price to be satisfied by their delivery which have been held by Participant for at least six (6) months; (b) through a “same day sale” commitment from Participant and a broker-dealer that is a member of the National Association of Securities Dealers (an “NASD Dealer”) whereby Participant irrevocably elects to exercise the Option and to sell a portion of the Option Shares so purchased sufficient to pay for the total Exercise Price and whereby the NASD Dealer irrevocably commits to forward the total Exercise Price directly to the Company; (c) by a “net exercise” method whereby the Company withholds from delivery of the Option Shares subject to the Option (or portion thereof) that number of whole Option Shares having a Fair Market Value on the date of exercise equal to (or, to avoid the issuance of fractional Option Shares, less than) the aggregate Exercise Price of the Option Shares being purchased upon such exercise (inclusive of the Option Shares being withheld as payment); or (d) by any combination of the foregoing. 4.2 At the time of exercise, Participant shall pay to the Company such amount as the Company deems necessary to satisfy its obligation to withhold any applicable income or other taxes incurred by reason of the exercise of the Option granted hereunder. Participant may be made satisfy any such tax withholding obligation relating to the exercise or acquisition of the Option Shares by one or more any of the following methodsmeans (in addition to the Company’s right to withhold or to direct the withholding from any compensation paid to Participant by the Company or by an Affiliate) or by a combination of such means: (i) in cash, by certified or bank check or other instrument acceptable to the Boardtendering a cash payment; or (ii) in authorizing the form of shares of Stock that are not then subject Company to restrictions under any Company plan (subject withhold Shares from the Shares otherwise issuable to the Board's discretionParticipant as a result of the exercise or acquisition of Option Shares hereunder (and payment therefor); provided, however, that no Shares are withheld with a value exceeding the minimum amount of tax required to be withheld by law; or (iii) provided that the shareholders of the Company have approved by ordinary resolution at a general meeting either the Optionee Plan which contemplates the manner of repurchase set out herein or the manner of repurchase of Shares contemplated hereby, and to the extent permitted by, and in compliance with, all applicable laws and the Company’s Memorandum and Articles of Association, delivering to the Company or to an Affiliate, owned and unencumbered Shares not acquired from the Company with a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver Fair Market Value equal to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements amount of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares tax liability to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale of the shares of Stock will be in compliance with applicable laws and regulationssatisfied by their delivery. (c) If requested upon the exercise of this Option, certificates for shares may be issued in the name of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate. (d) Notwithstanding any other provision hereof or of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.

Manner of Exercise. The Optionee Option, or any exercisable portion thereof, may exercise this Option only in be exercised solely by delivery to the Secretary or his office of all of the following manner: from time to time on or prior to the Expiration Date of this Option, time when the Optionee may give written notice to the Board of his election to purchase some Option or all of the vested Option Shares purchasable at the time of such notice as determined in accordance with the cumulative number of shares of Stock available for exercise specified in the third column of the schedule set forth in portion becomes unexercisable under Section 1 hereof. Said notice shall specify the number of shares of Stock to be purchased.2.3: (a) Payment of A written notice complying with the purchase price for applicable rules established by the Option Shares may Committee stating that the Option, or a portion thereof, is exercised. The notice shall be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) signed by the Optionee delivering or other person then entitled to exercise the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash Option or a check payable and acceptable to the Company to pay the option purchase pricesuch portion; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection.and (b) The delivery Full payment to the Company for the shares with respect to which such Option or portion exercised in accordance with Section 5.2d of certificates representing the Option Shares will be contingent upon Plan. (i) With the consent of the Committee, (A) shares of the Company's receipt from Common Stock owned by the Optionee, duly endorsed for transfer to the Company, with a Fair Market Value on the date of delivery equal to the aggregate exercise price of the Option or exercised portion thereof, or (B) shares of the Company's Common Stock issuabe to the Optionee upon exercise of full payment thereforthe Option, as set forth abovewith a Fair Market Value on the date of delivery equal to the aggregate exercise price of the Option or exercised thereof; or (ii) With the consent of the Committee, a notice that the Optionee has placed a market sell order with a broker with respect to shares of the Company's Common Stock then issuable upon exercise of the Option, and any agreement, statement or other evidence as that the broker has been directed to pay a sufficient portion of the net proceeds of the sale to the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to the exercise of Options under this Agreement and any subsequent resale in satisfaction of the shares of Stock will be in compliance with applicable laws and regulationsOption exercise price. (c) If requested upon A bona fide written representation and agreement, in a form satisfactory to the Committee, signed by the Optionee or other person then entitled to exercise such Option or portion, as the Committee in its discretion shall determine is necessary or appropriate to effect compliance with the Securities Act and any other federal or state securities laws or regulations. Without limiting the generality of the foregoing, the Committee may require an opinion of counsel acceptable to it to the effect that any subsequent transfer of shares acquired on an Option exercise does not violate the Securities Act, and may issue stop-transfer orders covering such shares. Share certificates evidencing stock issued on exercise of this OptionOption shall bear an appropriate legend referring to the provisions of this subsection (c) and the agreements herein. The written representation and agreement referred to in the first sentence of this subsection (c) shall, certificates for however, not be required if the shares may to be issued pursuant to such exercise have been registered under the Securities Act, and such registration is then effective in the name respect of the Optionee jointly with another person or in the name of the executor or administrator of the Optionee's estate.such shares; and (d) Notwithstanding any Full payment to the Company (or other provision hereof employer corporation) of all amounts which, under federal, state or local tax law, it is required to withhold upon exercise of the PlanOption; with the consent of the Committee, no (i) shares of the Company's Common Stock owned by the Optionee, duly endorsed for transfer, with a Fair Market Value equal to the sums required to be withheld, or (ii) shares of the Company's Common Stock issuable to the Optionee upon exercise of the Option with a Fair Market Value equal to the sums required to be withheld, may be used to make all or part of such payment; and (e) In the event the Option or portion of this Option shall be exercisable after exercised pursuant to Section 4.1 by any person or persons other than the Expiration Date hereofOptionee, appropriate proof of the right of such person or persons to exercise the Option.

Manner of Exercise. The Optionee (a) To the extent that the Option is vested and exercisable in accordance with Exhibit A, the Option may exercise this Option only in be exercised by the following manner: Participant at any time, or from time to time time, in whole or in part, on or prior to the Expiration Date termination of the Option (as set forth in Sections 4 and 6 of this Option, the Optionee may give written notice to the Board of his election to purchase some or all Agreement) upon payment of the vested Option Shares purchasable at Price for the time of such notice as determined shares to be acquired in accordance with the cumulative number terms and conditions of shares of Stock available for this Agreement and the Plan. (b) If the Participant is entitled to exercise specified in the third column vested and exercisable portion of the schedule set forth Option, and wishes to do so, in Section 1 hereof. Said whole or part, the Participant shall (i) deliver to the Company a fully completed notice of exercise, in a form as may hereinafter be designated by the Company in its sole discretion, specifying the exercise date (which shall specify be at least three (3) days after giving such notice unless an earlier time is mutually agreed upon) and the number of shares of Common Stock to be purchased. (a) Payment of the purchase price for the Option Shares may be made by one or more of the following methods: (i) in cash, by certified or bank check or other instrument acceptable to the Board; or (ii) in the form of shares of Stock that are not then subject to restrictions under any Company plan (subject to the Board's discretion); or (iii) by the Optionee delivering to the Company a properly executed exercise notice together with irrevocable instructions to a broker to promptly deliver to the Company cash or a check payable and acceptable to the Company to pay the option purchase price; provided that in the event the Optionee chooses to pay the option purchase price as so provided, the Optionee and the broker shall comply with such procedures and enter into such agreements of indemnity and other agreements as the Board shall prescribe as a condition of such payment procedure. Payment instruments will be received subject to collection. (b) The delivery of certificates representing the Option Shares will be contingent upon the Company's receipt from the Optionee of full payment therefor, as set forth above, and any agreement, statement or other evidence as the Company may require to satisfy itself that the issuance of Option Shares to be purchased pursuant to such exercise and (ii) remit to the Company in a form satisfactory to the Company, in its sole discretion, the Option Price for the shares of Common Stock to be acquired on exercise of Options under the Option (provided that in all events the Participant shall be permitted to elect to have the Company withhold a number of shares to be delivered upon exercise of the Option), plus an amount sufficient to satisfy any withholding tax obligations of the Company that arise in connection with such exercise (as determined by the Company) in accordance with the provisions of Section 7 of this Agreement and any subsequent resale Section 15.7 of the shares of Stock will be in compliance with applicable laws and regulationsPlan. (c) If requested The Company’s obligation to deliver shares of Common Stock to the Participant under this Agreement is subject to and conditioned upon the Participant satisfying all tax obligations associated with the Participant’s receipt, holding and exercise of the Option. Unless otherwise approved by the Committee, all such tax obligations shall be payable in accordance with the provisions of Section 7 of this Option, certificates for shares may be issued in the name Agreement and Section 15.7 of the Optionee jointly with another person or in Plan. The Company and its Subsidiaries, as applicable, shall be entitled to deduct from any compensation otherwise due to the name of Participant the executor or administrator of the Optionee's estateamount necessary to satisfy all such taxes. (d) Notwithstanding any Upon full payment of the Option Price and satisfaction of all applicable tax obligations, and subject to the applicable terms and conditions of the Plan and the terms and conditions of this Agreement, the Company shall electronically register the shares of Common Stock purchased hereunder in the Participant’s name (or the name of the person exercising the Option in the event of the Participant’s death ) but shall not issue certificates to the Participant (or the person exercising the Option in the event of the Participant’s death) unless the Participant (or such other provision hereof or person) requests delivery of a certificate as described in Section 8.3(b) of the Plan, no portion of this Option shall be exercisable after the Expiration Date hereof.