Common use of Termination of Service Relationship Clause in Contracts

Termination of Service Relationship. 6.1 If the Optionee’s Service Relationship with the Company and its Subsidiaries terminates for any reason, any then unexercisable portion of this Stock Option shall be forfeited by the Optionee and cancelled by the Company. 6.2 If the Optionee’s Service Relationship with the Company and its Subsidiaries terminates for any reason other than due to the Optionee’s death or Disability, the Optionee’s rights, if any, to exercise any then exercisable portion of this Stock Option shall terminate ninety (90) days after the date of such termination, but not beyond the expiration of the Option Period, and thereafter this Stock Option shall be forfeited by the Optionee and cancelled by the Company. 6.3 If the Optionee’s Service Relationship with the Company and its Subsidiaries is terminated due to the Optionee’s death, Disability, the Optionee (or, in the case of the Optionee’s death, the Optionee’s estate, designated beneficiary or other legal representative, as the case may be, as determined by the Committee) shall have the right, to the extent exercisable immediately prior to any such termination, to exercise this Stock Option at any time within the one (1) year period following such termination, but not beyond the expiration of the Option Period, and thereafter this Stock Option shall be forfeited by the Optionee and cancelled by the Company. 6.4 The Committee may, in its sole discretion, determine that all or any portion of this Stock Option, to the extent exercisable immediately prior to the termination of the Optionee’s Service Relationship with the Company and/or one of its Subsidiaries for any reason, may remain exercisable for an additional specified time period after the relevant period specified above in this Section 6 expires (subject to any other applicable terms and provisions of the Plan and this Agreement), but not beyond the expiration of the Option Period. 6.5 If the Affiliate of the Company engaging the Optionee ceases to be an Affiliate of the Company, that event shall be deemed to constitute a termination of the Optionee’s Service Relationship described in Section 6.2 above (in connection with such termination of employment, the provisions in Section 6.1 would also be applicable).

Termination of Service Relationship. 6.1 (a) If the Optionee’s Service Relationship with Optionee ceases to be a Consultant to the Company and or any of its Subsidiaries terminates for any reason, any then unexercisable portion of this Stock Option shall be forfeited by the Optionee and cancelled by the Company. 6.2 If the Optionee’s Service Relationship with the Company and its Subsidiaries terminates for any reason other than due to effect a conversion to employee status, and thereafter, if the Optionee’s death or Disability, the Optionee’s rights, if any, to exercise any then exercisable portion of this Stock Option shall terminate ninety (90) days after the date of such termination, but not beyond the expiration of the Option Period, and thereafter this Stock Option shall be forfeited employment by the Optionee and cancelled by the Company. 6.3 If the Optionee’s Service Relationship with the Company and or any of its Subsidiaries is terminated due to the Optionee’s deathfor any reason except as set forth in Paragraphs 3(c), Disability3(d) and 3(e) below, the Optionee (or, in the case any portion of the Optionee’s death, the Optionee’s estate, designated beneficiary or other legal representative, as the case this Share Option outstanding on such date may be, as determined by the Committee) shall have the rightbe exercised, to the extent exercisable immediately prior to any such termination, to exercise this Stock Option at any time within on the one (1) year period following such termination, but not beyond the expiration of the Option Period, and thereafter this Stock Option shall be forfeited by date the Optionee and cancelled by ceased to provide services, for a period of three months after the Company. 6.4 The Committee maydate the Optionee ceased to provide services or until the Expiration Date, in its sole discretion, determine that all or any if earlier. Any portion of this Stock Option, to Share Option that is not exercisable on the extent exercisable immediately prior to the termination of the Optionee’s Service Relationship with the Company and/or one of its Subsidiaries for any reason, may remain exercisable for an additional specified time period after the relevant period specified above in this Section 6 expires (subject to any other applicable terms and provisions of the Plan and this Agreement), but not beyond the expiration of the Option Period. 6.5 If the Affiliate of the Company engaging date the Optionee ceases to be an Affiliate a Consultant (or employee, if converted to employee status) to the Company or any of its Subsidiaries shall terminate immediately and be of no further force or effect. For the avoidance of doubt, if the Optionee ceases to be a Consultant (or employee, if converted to employee status) prior to any scheduled Exercisability Date, the Optionee will not earn or be entitled to any pro-rated vesting for any portion of time before the respective Exercisability Date during which the Optionee was a Consultant (or employee, if converted to employee status), nor will the Optionee be entitled to any compensation for lost vesting. (b) For purposes of this Share Option, the Optionee’s service relationship shall be considered terminated as of the Company, that event shall date the Optionee is no longer actively providing services to the Company or any of its Subsidiaries (regardless of the reason for such termination and whether or not later found to be deemed to constitute a termination invalid or in breach of applicable laws in the jurisdiction where the Optionee is rendering services or the terms of the Optionee’s Service Relationship described in Section 6.2 above service agreement, if any) and such date will not be extended by any notice period (in connection with such termination of employmente.g., the date would not be delayed by any contractual notice period or any period of “garden leave” or similar period mandated under applicable laws in the jurisdiction where the Optionee is rendering services or the terms of the Optionee’s service agreement, if any). The Administrator shall have the exclusive discretion to determine when the Optionee is no longer actively rendering services for purposes of the Share Option (including whether the Optionee may still be considered to be rendering services while on a leave of absence). In the event that the Consultant converts to employee status, then the following additional provisions in Section 6.1 would also be applicable).shall apply:

Termination of Service Relationship. 6.1 If the Optionee’s Service Relationship 's service relationship (i.e., employment as an employee or independent contractor) with the Company and its Subsidiaries terminates for any reason, any then unexercisable portion of this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.2 If the Optionee’s Service Relationship 's service relationship with the Company and its Subsidiaries terminates for any reason other than due to the Optionee’s 's death or Disability, the Optionee’s 's rights, if any, to exercise any then exercisable portion of this the Stock Option Options shall terminate ninety (90) days after the date of such termination, but not beyond the expiration of the Option Period, and thereafter this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.3 If the Optionee’s Service Relationship 's service relationship with the Company and its Subsidiaries is terminated due to the Optionee’s 's death, or Disability, the Optionee (or, in the case of the Optionee’s 's death, the Optionee’s 's estate, designated beneficiary or other legal representative, as the case may be, as determined by the Committee) shall have the right, to the extent exercisable immediately prior to any such termination, to exercise this the Stock Option Options at any time within the one (1) year period following such termination, but not beyond the expiration of the Option Period, and thereafter this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.4 The Committee may, in its sole discretion, determine that all or any portion of this the Stock OptionOptions, to the extent exercisable immediately prior to the termination of the Optionee’s Service Relationship service relationship with the Company and/or one of its Subsidiaries for any reason, may remain exercisable for an additional specified time period after the relevant period specified above in this Section 6 expires (subject to any other applicable terms and provisions of the Plan and this Agreement), but not beyond the expiration of the Option Period. 6.5 If the Affiliate of the Company engaging the Optionee ceases to be an Affiliate of the Company, that event shall be deemed to constitute a termination of the Optionee’s Service Relationship service relationship described in Section 6.2 above (in connection with such termination of employment, the provisions in Section 6.1 would also be applicable).

Termination of Service Relationship. 6.1 If All rights of Optionee in this Option, to the extent that it has not previously become vested and been exercised, shall terminate upon Optionee’s 's Termination of Service Relationship with the Company and its Subsidiaries terminates for any reason, any then unexercisable except as set forth in this Section 6. The portion of this Stock the Option shall be forfeited by that relates to any Shares that were unvested and unexercisable as of the Optionee and cancelled by the Company. 6.2 If the date of Optionee’s 's Termination of Service Relationship with the Company shall terminate and its Subsidiaries terminates for any reason other than due expire effective immediately upon such date. With respect to the Optionee’s death or Disability, the Optionee’s rights, if any, to exercise any then vested and exercisable portion of the Option, and subject to the final sentence of this Stock Section 6: (i) In the event of Termination of Service Relationship other than as a result of the Optionee's death or disability, Optionee shall have three months to exercise the Option as to the Shares subject to the Option that were vested and exercisable as of the date of Termination of Service Relationship; provided that if during any part of such three month period, the Option is not exercisable because the issuance of the Shares would violate the registration requirements under the Securities Act, the Option shall terminate ninety (90) days not expire until the Option shall have been exercisable for an aggregate of three months after the date of Termination of Service Relationship; provided further that if during any part of such terminationthree month period, but the Shares issued upon exercise of the Option may not beyond be sold because Optionee has material nonpublic information regarding the Company or is otherwise subject to a trading blackout period under the Company’s Ixxxxxx Xxxxxxx Policy, the Option shall not expire until Optionee shall have had an aggregate of three months after the date of Termination of Service Relationship during which Optionee can sell the Shares without being subject to such restrictions arising under ixxxxxx xxxxxxx laws or Company policy; provided further that if on the date of Termination of Service Relationship, the Optionee is not vested as to his or her entire Option, the Shares covered by the unvested portion of the Option shall revert to the Plan; provided further that if after Termination of Service Relationship, the Optionee does not exercise his or her Option within the time specified by the Committee, the Option shall terminate and the Shares covered by such Option shall revert to the Plan and provided further that notwithstanding the foregoing, in no event may this Option be exercised later than the expiration of the term of such Option Periodas set forth in the Notice of Grant; and (ii) In the event of Termination of Service Relationship as a result of Optionee's death or disability (including a Total and Permanent Disability), Optionee shall have twelve (12) months following the date of Termination of Service Relationship to exercise the Option as to the Shares subject to the Option that were vested and thereafter this Stock Option shall be forfeited by exercisable as of the date of Termination of Service Relationship. In the event of Optionee’s death while Optionee and cancelled by has a service relationship with the Company. 6.3 If the Optionee’s Service Relationship with the Company and its Subsidiaries is terminated due , an additional amount of Options equal to the Optionee’s death, Disability, the Optionee (or, in the case of the Optionee’s death, the Optionee’s estate, designated beneficiary or other legal representative, as the case may be, as determined by the Committee) shall have the right, to the extent exercisable immediately prior to any such termination, to exercise this Stock Option at any time within the one (1) year period of vesting shall immediately vest and remain exercisable for twelve (12) months following such termination, but not beyond the expiration Optionee’s Termination of the Option Period, and thereafter this Stock Option shall be forfeited by the Optionee and cancelled by the CompanyService Relationship. 6.4 The Committee may, (iii) In the event the Company eliminates Optionee’s job position and such elimination results in its sole discretion, determine that all or any portion the Optionee’s Termination of this Stock Option, to Service Relationship during the extent exercisable immediately prior to the termination first twelve (12) months of the Optionee’s Service Relationship service relationship with the Company and/or one of its Subsidiaries for any reason, may remain exercisable for an additional specified time period after the relevant period specified above in this Section 6 expires (Vesting Commencement Date and the Option is subject to cliff vesting at the end of that twelve (12) month period (such that the Optionee would otherwise not be vested in any other applicable terms and provisions Option Shares as the date of the Plan and this AgreementTermination of Service Relationship), but not beyond the expiration vesting of the Option Period. 6.5 If the Affiliate shall accelerate such that, as of the Company engaging the date of Termination of Service Relationship, Optionee ceases to be an Affiliate of the Company, that event shall be deemed vested in and able to constitute exercise a termination number of Shares that is equal to the product of (a) the ratio that the number of full months during which Optionee remained in a continuous service relationship following the Vesting Commencement Date bears to forty eight (48) months, times (b) the total number of Shares subject to this Option. Optionee shall be able to exercise these vested Shares for three (3) months after the date of Optionee’s Termination of Service Relationship described Relationship. Notwithstanding the above, in no event may an Option be exercised, even as to vested and otherwise exercisable Shares, after the Expiration Date set forth in Section 6.2 above (in connection with such termination of employment, the provisions in Section 6.1 would also be applicable)4 above.

Termination of Service Relationship. 6.1 If the Optionee’s 's Service Relationship with the Company and its Subsidiaries terminates for any reason, any then unexercisable portion of this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.2 If the Optionee’s 's Service Relationship with the Company and its Subsidiaries terminates for any reason other than due to the Optionee’s 's death or Disability, the Optionee’s 's rights, if any, to exercise any then exercisable portion of this the Stock Option Options shall terminate ninety (90) days after the date of such termination, but not beyond the expiration of the Option Period, and thereafter this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.3 If the Optionee’s 's Service Relationship with the Company and its Subsidiaries is terminated due to the Optionee’s 's death, or Disability, the Optionee (or, in the case of the Optionee’s 's death, the Optionee’s 's estate, designated beneficiary or other legal representative, as the case may be, as determined by the Committee) shall have the right, to the extent exercisable immediately prior to any such termination, to exercise this the Stock Option Options at any time within the one (1) year period following such termination, but not beyond the expiration of the Option Period, and thereafter this the Stock Option Options shall be forfeited by the Optionee and cancelled by the Company. 6.4 The Committee may, in its sole discretion, determine that all or any portion of this the Stock OptionOptions, to the extent exercisable immediately prior to the termination of the Optionee’s Service Relationship with the Company and/or one of its Subsidiaries for any reason, may remain exercisable for an additional specified time period after the relevant period specified above in this Section 6 expires (subject to any other applicable terms and provisions of the Plan and this Agreement), but not beyond the expiration of the Option Period. 6.5 If the Affiliate of the Company engaging the Optionee ceases to be an Affiliate of the Company, that event shall be deemed to constitute a termination of the Optionee’s Service Relationship described in Section 6.2 above (in connection with such termination of employment, the provisions in Section 6.1 would also be applicable).