Common use of Performance-Based Options Clause in Contracts

Performance-Based Options. Options to purchase the remaining 350,000 Option Shares (the APerformance Based Options@) shall vest, if at all, over a period of three years and five months commencing on January 31, 1999 and ending on June 30, 2002. The vesting schedule shall be based on four periods during which the APerformance Based Options@ shall vest and such periods are as follows: Period 1 - Commencing January 31, 1999, ending June 30, 1999. Period 2 - Commencing July 1, 1999, ending June 30, 2000. Period 3 - Commencing July 1, 2000, ending June 30, 2001. Period 4 - Commencing July 1, 2001, ending January 31, 2002. (a) The first group (AFirst Option@) to purchase 48,611 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the First Option, on June 30, 1999. In order for the First Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 1999, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1998 fiscal year ending audited financial statements. (b) The second group (ASecond Option@) to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Second Option, on June 30, 2000. In order for the Second Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2000, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1999 fiscal year ending audited financial statements. (c) The third group (AThird Option@) to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Third Option, on June 30, 2001. In order for the Third Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2001, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2000 fiscal year ending audited financial statements. (d) The fourth group (AFourth Option@) to purchase 68,055 Option Shares, shall vest subject to the achievement of the Performance Criteria for the Fourth Options, on June 30, 2002. In order for the Fourth Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2002, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2001 fiscal year ending audited financial statements. An example of the operation of the Performance Criteria is as follows: if the Adjusted Pretax Profits for the twelve month period ending June 30, 1999 are $1,000,000, then in order for the Second Option to vest, Adjusted Pretax Profits must be $1,180,000 for the 12 month period ending on June 30, 2000.

Performance-Based Options. Options to purchase the remaining 350,000 Option Shares (the APerformance "Performance Based Options@Options") shall vest, if at all, over a period of three years and five months commencing on January 31, 1999 and ending on June 30, 2002. The vesting schedule shall be based on four periods during which the APerformance "Performance Based Options@ Options" shall vest and such periods are as follows: Period 1 - Commencing January 31, 1999, ending June 30, 1999. 82 Period 2 - Commencing July 1, 1999, ending June 30, 2000. Period 3 - Commencing July 1, 2000, ending June 30, 2001. Period 4 - Commencing July 1, 2001, ending January 31, 2002. (a) The first group (AFirst Option@"First Option") to purchase 48,611 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the First Option, on June 30, 1999. In order for the First Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 1999, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1998 fiscal year ending audited financial statements. (b) The second group (ASecond Option@"Second Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Second Option, on June 30, 2000. In order for the Second Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2000, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1999 fiscal year ending audited financial statements. (c) The third group (AThird Option@"Third Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Third Option, on June 30, 2001. In order for the Third Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2001, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2000 fiscal year ending audited financial statements. (d) The fourth group (AFourth Option@"Fourth Option") to purchase 68,055 Option Shares, shall vest subject to the achievement of the Performance Criteria for the Fourth Options, on June 30, 2002. In order for the Fourth Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2002, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2001 fiscal year ending audited financial statements. An example of the operation of the Performance Criteria is as follows: if the Adjusted Pretax Profits for the twelve month period ending June 30, 1999 are $1,000,000, then in order for the Second Option to vest, Adjusted Pretax Profits must be $1,180,000 for the 12 month period ending on June 30, 2000.

Performance-Based Options. Options to purchase the remaining 350,000 Option Shares (the APerformance "Performance Based Options@Options") shall vest, if at all, over a period of three years and five months commencing on January 31, 1999 and ending on June 30, 2002. The vesting schedule shall be based on four periods during which the APerformance "Performance Based Options@ Options" shall vest and such periods are as follows: Period 1 - Commencing January 31, 1999, ending June 30, 1999. 103 Period 2 - Commencing July 1, 1999, ending June 30, 2000. Period 3 - Commencing July 1, 2000, ending June 30, 2001. Period 4 - Commencing July 1, 2001, ending January 31, 2002. (a) The first group (AFirst Option@"First Option") to purchase 48,611 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the First Option, on June 30, 1999. In order for the First Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 1999, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1998 fiscal year ending audited financial statements. (b) The second group (ASecond Option@"Second Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Second Option, on June 30, 2000. In order for the Second Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2000, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1999 fiscal year ending audited financial statements. (c) The third group (AThird Option@"Third Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Third Option, on June 30, 2001. In order for the Third Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2001, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2000 fiscal year ending audited financial statements. (d) The fourth group (AFourth Option@"Fourth Option") to purchase 68,055 Option Shares, shall vest subject to the achievement of the Performance Criteria for the Fourth Options, on June 30, 2002. In order for the Fourth Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2002, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2001 fiscal year ending audited financial statements. An example of the operation of the Performance Criteria is as follows: if the Adjusted Pretax Profits for the twelve month period ending June 30, 1999 are $1,000,000, then in order for the Second Option to vest, Adjusted Pretax Profits must be $1,180,000 for the 12 month period ending on June 30, 2000.

Performance-Based Options. Options to purchase the remaining 350,000 Option Shares (the APerformance "Performance Based Options@Options") shall vest, if at all, over a period of three years and five months commencing on January 31, 1999 and ending on June 30, 2002. The vesting schedule shall be based on four periods during which the APerformance "Performance Based Options@ Options" shall vest and such periods are as follows: Period 1 - Commencing January 31, 1999, ending June 30, 1999. 70 Period 2 - Commencing July 1, 1999, ending June 30, 2000. Period 3 - Commencing July 1, 2000, ending June 30, 2001. Period 4 - Commencing July 1, 2001, ending January 31, 2002. (a) The first group (AFirst Option@"First Option") to purchase 48,611 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the First Option, on June 30, 1999. In order for the First Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 1999, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1998 fiscal year ending audited financial statements. (b) The second group (ASecond Option@"Second Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Second Option, on June 30, 2000. In order for the Second Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2000, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1999 fiscal year ending audited financial statements. (c) The third group (AThird Option@"Third Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Third Option, on June 30, 2001. In order for the Third Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2001, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2000 fiscal year ending audited financial statements. (d) The fourth group (AFourth Option@"Fourth Option") to purchase 68,055 Option Shares, shall vest subject to the achievement of the Performance Criteria for the Fourth Options, on June 30, 2002. In order for the Fourth Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2002, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2001 fiscal year ending audited financial statements. An example of the operation of the Performance Criteria is as follows: if the Adjusted Pretax Profits for the twelve month period ending June 30, 1999 are $1,000,000, then in order for the Second Option to vest, Adjusted Pretax Profits must be $1,180,000 for the 12 month period ending on June 30, 2000.

Performance-Based Options. Options to purchase the remaining 350,000 Option Shares (the APerformance "Performance Based Options@Options") shall vest, if at all, over a period of three years and five months commencing on January 31, 1999 and ending on June 30, 2002. The vesting schedule shall be based on four periods during which the APerformance "Performance Based Options@ Options" shall vest and such periods are as follows: Period 1 - Commencing January 31, 1999, ending June 30, 1999. 91 Period 2 - Commencing July 1, 1999, ending June 30, 2000. Period 3 - Commencing July 1, 2000, ending June 30, 2001. Period 4 - Commencing July 1, 2001, ending January 31, 2002. (a) The first group (AFirst Option@"First Option") to purchase 48,611 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the First Option, on June 30, 1999. In order for the First Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 1999, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1998 fiscal year ending audited financial statements. (b) The second group (ASecond Option@"Second Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Second Option, on June 30, 2000. In order for the Second Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2000, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 1999 fiscal year ending audited financial statements. (c) The third group (AThird Option@"Third Option") to purchase 116,667 Option Shares, shall vest, subject to the achievement of the Performance Criteria for the Third Option, on June 30, 2001. In order for the Third Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2001, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2000 fiscal year ending audited financial statements. (d) The fourth group (AFourth Option@"Fourth Option") to purchase 68,055 Option Shares, shall vest subject to the achievement of the Performance Criteria for the Fourth Options, on June 30, 2002. In order for the Fourth Option to vest, Adjusted Pretax Profits for the twelve month period ending on June 30, 2002, must be not less than 118% of the Adjusted Pretax Profits as stated in the June 30, 2001 fiscal year ending audited financial statements. An example of the operation of the Performance Criteria is as follows: if the Adjusted Pretax Profits for the twelve month period ending June 30, 1999 are $1,000,000, then in order for the Second Option to vest, Adjusted Pretax Profits must be $1,180,000 for the 12 month period ending on June 30, 2000.