Common use of Stock Subject to the Plan Clause in Contracts

Stock Subject to the Plan. Subject to the provisions of Section 8 of the Plan, at no time shall the number of shares of Common Stock issued pursuant to or subject to outstanding Awards granted under the Plan (including, without limitation, pursuant to Incentive Options) exceed the sum of (a) 3,000,000 shares of Common Stock plus (b) an annual increase to be added, automatically and without further action, on January 1 of each calendar year equal to the lesser of (i) 3,000,000 shares of Common Stock or (ii) five percent (5%) of the Company’s outstanding equity on a fully diluted basis (calculated by treating all outstanding warrants, stock options and convertible securities of the Company, whether or not then vested or exercisable, as if they had been exercised for or converted into the full number of shares of capital stock of the Company subject to such outstanding warrants, stock options and convertible securties), on the December 31 that immediately precedes such January 1; PROVIDED, HOWEVER, that the Board may, at any time and on any one or more occasions, take action to waive the annual increase set forth in clause (b), in whole or in part. For purposes of applying the foregoing limitation, (x) if any Option expires, terminates, or is cancelled for any reason without having been exercised in full, or if any Award of Restricted Stock or Restricted Stock Units is forfeited, the shares not purchased by the Participant or forfeited by the Participant shall again be available for Awards thereafter to be granted under the Plan, and (y) if any Option is exercised by delivering previously owned shares in payment of the exercise price therefor, only the net number of shares, that is, the number of shares issued minus the number received by the Company in payment of the exercise price, shall be considered to have been issued pursuant to an Award granted under the Plan. Shares of Common Stock issued pursuant to the Plan may be either authorized but unissued shares or shares held by the Company in its treasury.

Stock Subject to the Plan. Subject to the provisions of Section 8 of the Plan, at At no time shall the number of shares of Common Stock issued pursuant to or subject to outstanding Awards granted under the Plan (including, without limitation, pursuant to Incentive Options) ), nor the number of shares of Common Stock issued pursuant to Incentive Options, exceed the sum of (a) 3,000,000 500,000 shares of Common Stock plus (b) an annual increase to be added, automatically and without further action, added on January 1 the first day of each calendar year beginning on or after January 1, 2007 equal to the lesser of (i) 3,000,000 500,000 shares of Common Stock or Stock, and (ii) five percent (5%) of such lesser number as the Company’s outstanding equity Board may approve for the fiscal year; provided, however, that beginning on a fully diluted basis (calculated by treating all outstanding warrantsJanuary 1, stock options and convertible securities of 2010, the Company, whether or not then vested or exercisable, as if they had been exercised for or converted into annual increase to the full number of shares of capital stock Stock that may be issued pursuant to the Plan shall be equal to the lesser of (x) 5.0% of the Company subject to such number of shares of Stock that are issued and outstanding warrantsas of the first day of the calendar year, stock options and convertible securties)(y) 1,200,000 shares of Stock; provided, further, that beginning on the December 31 that immediately precedes such January 1; PROVIDED, HOWEVER2017, that the Board may, at any time and on any one or more occasions, take action to waive the annual increase set forth in clause to the number of shares of Stock that may be issued pursuant to the Plan shall be equal to the lesser of (b)x) 2.5% of the number of shares of Stock that are issued and outstanding as of the first day of the calendar year, in whole or in partand (y) 1,200,000 shares of Stock; subject, however, to the provisions of Section 8 of the Plan. For purposes of applying the foregoing limitation, (xa) if any Option or Stock Appreciation Right expires, terminates, or is cancelled for any reason without having been exercised in full, or if any other Award of Restricted Stock is forfeited by the recipient or Restricted Stock Units is forfeitedrepurchased at less than its Market Value, the shares not purchased by the Participant Optionee or which are forfeited by the Participant recipient or repurchased shall again be available for Awards thereafter to be granted under the Plan, Plan and (yb) if any Option is exercised by delivering previously previously-owned shares in payment of the exercise price therefor, only including in a “net exercise”, all shares with request to which the net number of shares, that is, the number of shares issued minus the number received by the Company in payment of the exercise price, Option is exercised shall be considered to have been issued pursuant to an Award granted under the Plan. In addition, settlement of any Award shall not count against the foregoing limitations except to the extent settled in the form of Stock. Shares of Common Stock issued pursuant to the Plan may be either authorized but unissued shares or shares held by the Company in its treasury. Following approval of the Plan by the stockholders in 2016, no more than 50% of the shares of Stock reserved for issuance under the Plan may be issued pursuant to Awards of Restricted Stock, Restricted Stock Units, Performance Units or Stock Grants.

Stock Subject to the Plan. Subject to the provisions of Section 8 of the Plan, at At no time shall the number of shares of Common Stock issued pursuant to or subject to outstanding Awards granted under the Plan (including, without limitation, pursuant to Incentive Options) ), nor the number of shares of Common Stock issued pursuant to Incentive Options, exceed the sum of (a) 3,000,000 500,000 shares of Common Stock plus (b) an annual increase to be added, automatically and without further action, added on January 1 the first day of each calendar year beginning on or after January 1, 2007 equal to the lesser of (i) 3,000,000 500,000 shares of Common Stock or Stock, and (ii) five percent (5%) of such lesser number as the Company’s outstanding equity Board may approve for the fiscal year, provided, however, that beginning on a fully diluted basis (calculated by treating all outstanding warrantsJanuary 1, stock options and convertible securities of 2010, the Company, whether or not then vested or exercisable, as if they had been exercised for or converted into annual increase to the full number of shares of capital stock Stock that may be issued pursuant to the Plan shall be equal to the lesser of (x) 5.0% of the Company subject number of shares of Stock that are issued and outstanding as of the first day of the calendar year, and (y) 1,200,000 shares of Stock; subject, however, to such outstanding warrants, stock options and convertible securties), on the December 31 that immediately precedes such January 1; PROVIDED, HOWEVER, that provisions of Section 8 of the Board may, at any time and on any one or more occasions, take action to waive the annual increase set forth in clause (b), in whole or in partPlan. For purposes of applying the foregoing limitation, (xa) if any Option or Stock Appreciation Right expires, terminates, or is cancelled for any reason without having been exercised in full, or if any other Award of Restricted Stock is forfeited by the recipient or Restricted Stock Units is forfeitedrepurchased at less than its Market Value, the shares not purchased by the Participant Optionee or which are forfeited by the Participant recipient or repurchased shall again be available for Awards thereafter to be granted under the Plan, Plan and (yb) if any Option is exercised by delivering previously previously-owned shares in payment of the exercise price therefor, only the net number of shares, that is, the number of shares issued minus the number received by the Company in payment of the exercise price, shall be considered to have been issued pursuant to an Award granted under the Plan. In addition, settlement of any Award shall not count against the foregoing limitations except to the extent settled in the form of Stock. Shares of Common Stock issued pursuant to the Plan may be either authorized but unissued shares or shares held by the Company in its treasury.