Common use of Stock Incentive Plan Awards Clause in Contracts

Stock Incentive Plan Awards. Executive shall be entitled to participate in the Company's 2003 Stock Incentive Plan and any successor plan (collectively, the "PLAN"). As of the Effective Date, Executive shall be granted 100,000 shares of restricted stock under the Plan, 50,000 shares of which shall vest on January 1, 2005 and 50,000 shares of which shall vest on January 1, 2006. In addition, the Company shall grant Executive non-qualified options to purchase an aggregate of 100,000 shares of the Company's common stock under the Plan ("OPTIONS"). The agreement granting such Options shall be similar in form to option agreements for other executives of the Company; provided, however, that the Options granted pursuant to this SECTION 3.4 shall vest pro rata on a monthly basis over a two-year period from the Effective Date and have an exercise price equal to the initial public offering price of the Company's common stock in the IPO. In addition, Options and shares of restricted stock granted pursuant to this SECTION 3.4 shall immediately vest upon a Change in Control (as defined below). If Executive's employment hereunder is terminated by Executive for Good Reason or by the Company without Cause, so long as Executive has executed and delivered to the Company a general release in the form attached hereto as Exhibit A, a portion of any shares of restricted stock that are scheduled to vest on January 1 of the year following the calendar year in which such termination occurs (the "REFERENCE SHARES") shall immediately vest upon such termination determined by multiplying the number of Reference Shares by a fraction in which the numerator equals the number, if any, of whole calendar months during the calendar year in which such termination occurs prior to the Termination Date, and the denominator is twelve (12).

Stock Incentive Plan Awards. Executive shall be entitled to participate in the Company's 2003 Stock Incentive Plan and any successor plan (collectively, the "PLAN"). As of the Effective Date, Executive shall be granted 100,000 shares of restricted stock under the Plan, 50,000 shares of which shall vest on January 1, 2005 and 50,000 shares of which shall vest on January 1, 2006. In addition, the Company shall grant Executive non-qualified options to purchase an aggregate of 100,000 255,000 shares of the Company's common stock under the Plan ("OPTIONS"). The agreement granting such Options shall be similar in form to option agreements for other executives of the Company; provided, however, that the Options granted pursuant to this SECTION 3.4 shall vest immediately with respect to 155,000 shares, for which the exercise price will be $4.00 per share, and the remaining 100,000 shares will vest pro rata on a monthly basis over a two-year period from the Effective Date and have an exercise price equal to the initial public offering price of the Company's common stock in the IPO. In addition, Options and shares of restricted stock granted pursuant to this SECTION 3.4 shall immediately vest upon a Change in Control (as defined below). If Executive's employment hereunder is terminated by Executive for Good Reason or by the Company without Cause, so long as Executive has executed and delivered to the Company a general release in the form attached hereto as Exhibit A, a portion of any shares of restricted stock that are scheduled to vest on January 1 of the year following the calendar year in which such termination occurs (the "REFERENCE SHARES") shall immediately vest upon such termination determined by multiplying the number of Reference Shares by a fraction in which the numerator equals the number, if any, of whole calendar months during the calendar year in which such termination occurs prior to the Termination Date, and the denominator is twelve (12).