Common use of Termination or Change of Continuous Service Clause in Contracts

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the GranteeParticipant’s Continuous Service terminates, other than with “for cause” (as defined in the existence of CausePlan), the Grantee Participant may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested Vested at the date of such termination (the “Termination Date”). The “Post-Termination Exercise Period ​ ​ shall commence Period” is the period commencing on the Termination DateDate and continuing for three months thereafter. In the event of termination of the GranteeParticipant’s Continuous Service with the existence of Causefor cause, the GranteeParticipant’s right to exercise the Option shall, except as otherwise determined by the AdministratorCommittee, terminate concurrently with the termination of the GranteeParticipant’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1Date. In the event of the GranteeParticipant’s change in status from EmployeeNon-Employee Director, Director employee or Consultant to any other status of EmployeeNon-Employee Director, Director employee or Consultant, the Option shall remain in effect and effect. In the event of the Participant’s change in status from Non-Employee Director to employee or Consultant, Vesting of the Option shall continue only to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in extent determined by the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated Committee as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee Participant does not exercise the vested Vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date and continue for three months thereafter other than in the case of death, in which case the Post-Termination Exercise Period shall expire 12 months following the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1Date. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director Employee or Consultant, the Option shall remain in effect and effect. In the event of the Grantee’s change in status from Director to Employee or Consultant, vesting of the Option shall continue only to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in extent determined by the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated Administrator as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 5 and 9 6 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise any vested portion of the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s 's ------------------------------------------- Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during to the Post-Termination Exercise Period, exercise the portion of the Option that was vested extent otherwise so entitled at the date of such termination (the “"Termination Date”"). The , exercise the Option during the Post-Termination Exercise Period ​ ​ shall commence on the Termination DatePeriod. In the event of termination of the Grantee’s 's Continuous Service with the existence of for Cause, the Grantee’s 's right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s 's Continuous Service (also the “Termination Date”)Service. In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s 's change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and and, except to the Option shall extent otherwise determined by the Administrator, continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Planvest; provided, however, that, with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the ---------------- Grantee is not entitled to exercise the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1this Option Agreement. In the event of the Grantee’s change in status from Employee, Employee or Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and vesting of the Option shall continue to vest cease as of such change in accordance with status unless otherwise determined by the Vesting Schedule set forth in Section 2 consistent with Administrator or dictated by any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or ConsultantDirector, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee (or the Holding Company of such Grantee, as applicable) may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the right of the Grantee (or the Holding Company of such Grantee’s right , as applicable) to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth the Notice only if such change is determined by the Administrator, in its complete and sole discretion, to constitute a lateral change or a promotion and not a demotion in the Plan; provided, however, thatemployment status of the Grantee. However, with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee (or the Holding Company of such Grantee, as applicable) does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s 's Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “"Termination Date”"). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s 's Continuous Service with the existence of for Cause, the Grantee’s 's right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s 's Continuous Service (also the “"Termination Date”"). In Notwithstand the foregong, in no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s 's change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Planeffect; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In Except as provided in the Vesting Schedule set forth in the Notice, in the event the Grantee’s 's Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “"Termination Date”"). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s 's Continuous Service with the existence of for Cause, the Grantee’s 's right to exercise the Option shall, except as otherwise determined by the AdministratorBoard, terminate concurrently with the termination of the Grantee’s 's Continuous Service (also the “"Termination Date”"). In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s 's change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and vesting of the Option shall continue only to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in extent determined by the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated Board as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate; provided, however, that, if the Company terminates the Grantee's Continuous Service other than for Cause, or if the Grantee terminates his Continuous Service for Good Reason, then the Shares subject to the Option shall continue to vest pursuant to the terms of and only to the extent provided for in the Vesting Schedule set forth in the Notice.

Termination or Change of Continuous Service. In the event the Grantee’s 's Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during until the Post-Termination Exercise PeriodExpiration Date set forth in the Notice, exercise the portion of the Option that was vested at the date of such termination (the “"Termination Date”"). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s 's Continuous Service with the existence of for Cause, the Grantee’s 's right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s 's Continuous Service (also the “"Termination Date”"). In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s 's change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and vesting of the Option shall continue only to vest the extent determined by the Administrator as of such change in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Planstatus; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with for Cause (as determined under the existence of CauseEmployment Agreement) , the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with for Cause (as determined under the existence of CauseEmployment Agreement), the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following such change in statusNotice. Except as otherwise provided in Sections 8 and 9 this Section 5 or in Section 6 or 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Periodtime specified herein, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option SAR that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option SAR shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option SAR be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option SAR shall remain in effect and the Option SAR shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following such change in statusNotice. Except as provided in Sections 8 and 9 below, to the extent that the Option SAR was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option SAR within the Post-Termination Exercise Period, the Option SAR shall terminate.

Termination or Change of Continuous Service. In the event If the Grantee’s 's Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during to the Post-Termination Exercise Period, exercise the portion of the Option that was vested extent otherwise so entitled at the date of such termination (the “"Termination Date”"). The , exercise the Option during the period of time commencing on the Termination Date and ending three (3) months thereafter ("Post-Termination Exercise Period ​ ​ shall commence on the Termination DatePeriod"). In the event of termination of If the Grantee’s 's Continuous Service with the existence of is terminated for Cause, the Grantee’s 's right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s 's Continuous Service (also the “Termination Date”)Service. In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s 's change in status from Employee, Director Employee to Consultant or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and and, except to the Option shall extent otherwise determined by the Administrator, continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Planvest; provided, however, that, with respect to any ISO Incentive Stock Option that shall remain remains in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day date three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Grantee is not entitled to exercise the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1this Option Agreement. In the event of the Grantee’s change in status from Employee, Employee or Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and vesting of the Option shall continue to vest cease as of such change in accordance with status unless otherwise determined by the Vesting Schedule set forth in Section 2 consistent with Administrator or dictated by any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or ConsultantDirector, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 9 and 9 10 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the GranteeParticipant’s Continuous Service terminates, other than with “for cause” (as defined in the existence of CausePlan), the Grantee Participant may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested Vested at the date of such termination (the “Termination Date”). The “Post-Termination Exercise Period ​ ​ shall commence Period” is the period commencing on the Termination DateDate and continuing for three months thereafter. In the event of termination of the GranteeParticipant’s Continuous Service with the existence of for Cause, the GranteeParticipant’s right to exercise the Option shall, except as otherwise determined by the AdministratorCommittee, terminate concurrently with the termination of the GranteeParticipant’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1Date. In the event of the GranteeParticipant’s change in status from Employeeemployee, Non-Employee Director or Consultant to any other status of Employeeemployee, Non-Employee Director or Consultant, the Option shall remain in effect and effect. In the event of the Participant’s change in status from employee to Non-Employee Director or Consultant, Vesting of the Option shall continue only to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in extent determined by the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated Committee as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee Participant does not exercise the vested Vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1. a) In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 . (b) In the event the Grantee’s Continuous Service is terminated by the Company or a Related Entity for Cause (other than pursuant to clauses (B) and 9 below(E) of the definition of Cause), the Grantee’s right to the extent that exercise the Option shall terminate on the date of the Grantee’s termination (the “Termination Date”). (c) In the event the Grantee’s Continuous Service is terminated by the Company or a Related Entity for Cause pursuant to clause (B) and (E) of the definition of Cause or terminated by the Grantee without Good Reason, the Grantee may, but only within one hundred twenty (120) days commencing on the Termination Date (but in no event later than the Expiration Date), exercise the portion of the Option that was unvested vested on the Termination Date. (d) In the event the Grantee’s Continuous Service is terminated by the Company or a Related Entity without Cause or terminated by the Grantee for Good Reason, or if the Grantee may, but only within the two (2) years and ninety (90) days commencing on the Termination Date (but in no event later than the Expiration Date), exercise the portion of the Option that was vested on the Termination Date. (e) The post-termination exercise periods described in this Section 5 shall commence on the Termination Date. In no event shall the Option be exercised later than the Expiration Date set forth in the Notice. (f) If the Grantee does not exercise the vested portion of the Option within the Postapplicable post-Termination Exercise Periodtermination exercise period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Participant's Continuous Service terminates, other than with "for cause" (as defined in the existence of CausePlan), the Grantee Participant may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested Vested at the date of such termination (the “"Termination Date”"). The "Post-Termination Exercise Period ​ ​ shall commence Period" is the period commencing on the Termination DateDate and continuing for three months thereafter. In the event of termination of the Grantee’s Participant's Continuous Service with the existence of Causefor cause, the Grantee’s Participant's right to exercise the Option shall, except as otherwise determined by the AdministratorCommittee, terminate concurrently with the termination of the Grantee’s Participant's Continuous Service (also the “"Termination Date”"). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1Date. In the event of the Grantee’s Participant's change in status from EmployeeNon-Employee Director, Director employee or Consultant to any other status of EmployeeNon-Employee Director, Director employee or Consultant, the Option shall remain in effect and effect. In the event of the Participant's change in status from Non-Employee Director to employee or Consultant, Vesting of the Option shall continue only to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in extent determined by the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated Committee as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee Participant does not exercise the vested Vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of Cause, the Grantee may, but only during to the Post-Termination Exercise Period, exercise the portion of the Option that was vested extent otherwise so entitled at the date of such termination (the “Termination Date”). The , exercise the Option during the Post-Termination Exercise Period ​ ​ shall commence on the Termination DatePeriod. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”)Service. In no event, however, event shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and and, except to the Option shall extent otherwise determined by the Administrator, continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Planvest; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 6 and 9 7 below, to the extent that the Grantee is not entitled to exercise the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee (or the Holding Company of such Grantee, as applicable) may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the right of the Grantee (or the Holding Company of such Grantee’s right , as applicable) to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1the Notice. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee (or the Holding Company of such Grantee, as applicable) does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination DateDate and continue for a period of 90 days thereafter. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1Date. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and effect. In the Option shall continue to vest in accordance with event of the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a Grantee’s change in status from Employee to Director or Consultant, such ISO vesting of the Option shall cease continue only to be treated the extent determined by the Administrator as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following of such change in status. Except as provided in Sections Section 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. (a) In the event the Grantee’s Continuous Service terminates, other than with the existence of for Cause, the Grantee may, but only during the Post-Termination Exercise PeriodPeriod (set forth in the Notice), exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of for Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”)Service. In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1. the Notice. (b) In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect place and vesting of the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the PlanNotice; provided, however, that, that with respect to any ISO Incentive Stock Option that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO Incentive Stock Option shall cease to be treated as an ISO Incentive Stock Option and shall be treated as a NQSO Non-Qualified Stock Option on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 6, 7 and 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.

Termination or Change of Continuous Service. In the event the Grantee’s Continuous Service terminates, other than with the existence of Cause, the Grantee may, but only during the Post-Termination Exercise Period, exercise the portion of the Option that was vested at the date of such termination (the “Termination Date”). The Post-Termination Exercise Period ​ ​ shall commence on the Termination Date. In the event of termination of the Grantee’s Continuous Service with the existence of Cause, the Grantee’s right to exercise the Option shall, except as otherwise determined by the Administrator, terminate concurrently with the termination of the Grantee’s Continuous Service (also the “Termination Date”). In no event, however, shall the Option be exercised later than the Expiration Date set forth in Section 1. In the event of the Grantee’s change in status from Employee, Director or Consultant to any other status of Employee, Director or Consultant, the Option shall remain in effect and the Option shall continue to vest in accordance with the Vesting Schedule set forth in Section 2 consistent with any minimum vesting requirements set forth in the Plan; provided, however, that, with respect to any ISO that shall remain in effect after a change in status from Employee to Director or Consultant, such ISO shall cease to be treated as an ISO and shall be treated as a NQSO on the day three (3) months and one (1) day following such change in status. Except as provided in Sections 8 and 9 below, to the extent that the Option was unvested on the Termination Date, or if the Grantee does not exercise the vested portion of the Option within the Post-Termination Exercise Period, the Option shall terminate.