Common use of Terms of Option Clause in Contracts

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.50. (b) The Option may be exercised in whole or in part from time to time on or after March 24, 1999, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisable, during the Optionee's lifetime, only by him. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.50. (b) The Option may be exercised in whole or in part from time with respect to time 3,150 shares of Common Stock on or after March September 24, 19991998, and with respect to an additional 3,150 shares of Common Stock on or after each of the first three anniversaries of the Date of Grant, on a cumulative basis, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisable, during the Optionee's lifetime, only by him. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with service as a director of the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employmentservice as a director of the Company, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employmentservice as a director. (2) Upon the death of any Optionee while employed by serving as a director of the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.503.8125. (b) The Option may be exercised in whole or in part from time to time on or after March 24July 7, 19992001, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisable, during the Optionee's lifetime, only by him. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.503.8125. (b) The Option may be exercised in whole or in part from time with respect to time 3,750 shares of Common Stock on or after March 24January 7, 19992001, and with respect to an additional 3,750 shares of Common Stock on or after each of the first three anniversaries of the Date of Grant, on a cumulative basis, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisable, during the Optionee's lifetime, only by him. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with service as a director of the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employmentservice as a director of the Company, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employmentservice as a director. (2) Upon the death of any Optionee while employed by serving as a director of the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.50. (b) The Option may be exercised in whole or in part from time with respect to time 3,150 shares of Common Stock on or after March September 24, 19991998, and with respect to an additional 3,150 shares of Common Stock on or after each of the first three anniversaries of the Date of Grant, on a cumulative basis, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisable, during the Optionee's lifetime, only by him. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.503.8125. (b) The Option may be exercised in whole or in part from time to time on or after March 24July 7, 19992001, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs and distributees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Except as otherwise provided in this Section 4(f), no Option is not assignable or shall be transferable by the Optionee except otherwise than by will or the laws of descent and distribution distribution, and is exercisableduring an Optionee's lifetime an Option shall be exercisable only by the Optionee. Notwithstanding the foregoing, during an Option shall be transferable pursuant to a "domestic relations order" as defined in the Section 414(p) Internal Revenue Code or Title 1 of the Employee Retirement Income Security Act, or the rules thereunder, and also shall be transferable, without payment of consideration, to (a) immediate family members of the holder (i.e., the Optionee's lifetimespouse or former spouse, parents, issue including adopted and "step" issue, or siblings), (b) trusts for the benefit of immediate family members, (c) partnerships whose only partners are such family members, and (d) to any transferee permitted by him. (g) If a rule adopted by the Committee in an individual case. Any transferee will be subject to all of the conditions set forth in the Option has not already expired, it shall expire upon the termination of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant prior to the Option, except that:its transfer. (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.50. (b) The Option may be exercised in whole or in part from time to time on or after March September 24, 19991998, provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs heirs, distributees, and distributees transferees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Option is not assignable or transferable by the Optionee except by will or the laws of descent and distribution and is exercisablemay, during the Optionee's his lifetime, only by himtransfer the Option to any other person. (g) If the Option has not already expired, it shall expire upon the termination death of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution or any person to whom the Optionee had transferred the Option before his death may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option. (h) The Optionee agrees that from and after the Date of Grant of the Option and during the term of the Option he will not, unless acting as an officer or employee of the Company or with the prior written consent of the Company, directly or indirectly, engage or participate in, or own, manage, operate, join, or control, or be connected as an officer, director, employee, partner, investor, or otherwise with, any business manufacturing or selling products or services similar to or competing with products or services manufactured or sold by the Company or its subsidiaries or otherwise engage directly or indirectly in competition with the Company or its subsidiaries. The Optionee acknowledges that the remedy at law for any breach by him of the foregoing will be inadequate and that the Company shall be entitled to injunctive relief. Furthermore, the Option shall expire upon any breach by the Optionee of the foregoing. Nothing contained in this Agreement, however, shall prevent the Optionee from purchasing for investment 3 percent or less of any outstanding class of securities of any company whose securities are held by the general public.

Terms of Option. (a) The purchase price of each share of Common Stock subject to the Option is the Fair Market Value of a share of Common Stock on the Date of Grant of the Option, which is $8.503.8125. (b) The Option may be exercised in whole or in part from time to time on or after March 24January 7, 1999, 2001 provided that the Option shall not be exercisable later than the day preceding the tenth anniversary of the Date of Grant. (c) By executing this Agreement, the Optionee agrees on behalf of himself, his executor, administrator, heirs heirs, distributees, and distributees transferees that any shares of Common Stock purchased pursuant to the Option are being acquired for investment and not with a view to distribution. (d) To exercise the Option, written notice should be given to the Secretary of the Company in the form attached to this Agreement. (e) The purchase price of any shares with respect to which the Option is exercised is payable in full on the date the Option is exercised, in cash or in shares of Common Stock or in a combination of cash and such shares. The value of a share of Common Stock delivered in payment of the purchase price shall be its Fair Market Value on the date the Option is exercised. (f) The Except as otherwise provided in this Section 4(f), no Option is not assignable or shall be transferable by the Optionee except otherwise than by will or the laws of descent and distribution distribution, and is exercisableduring an Optionee's lifetime an Option shall be exercisable only by the Optionee. Notwithstanding the foregoing, during an Option shall be transferable pursuant to a "domestic relations order" as defined in the Section 414(p) Internal Revenue Code or Title 1 of the Employee Retirement Income Security Act, or the rules thereunder, and also shall be transferable, without payment of consideration, to (a) immediate family members of the holder (i.e., the Optionee's lifetimespouse or former spouse, parents, issue including adopted and "step" issue, or siblings), (b) trusts for the benefit of immediate family members, (c) partnerships whose only partners are such family members, and (d) to any transferee permitted by hima rule adopted by the Committee in an individual case. Any transferee will be subject to all of the conditions set forth in the Option prior to its transfer. (g) If the Option has not already expired, it shall expire upon the termination of the Optionee's employment with the Company, whether by death or otherwise, and no shares of Common Stock may thereafter be purchased pursuant to the Option, except that: (1) The Optionee may, within three months after the date of the termination of his employment, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of the termination of his employment. (2) Upon the death of any Optionee while employed by the Company or within the three-month period referred to in Section 4(g)(1) above, the Optionee's estate or the person to whom such Optionee's rights under the Option are transferred by will or the laws of descent and distribution may, within one year after the date of the Optionee's death, purchase any shares of Common Stock that the Optionee was entitled to purchase under the Option on the date of his death. Nothing in this subsection shall allow the exercise of the Option later than the day before the tenth anniversary of the Date of Grant of the Option. (h) The Optionee agrees that from and after the Date of Grant of the Option and during the term of the Option he will not, unless acting as an officer or employee of the Company or with the prior written consent of the Company, directly or indirectly, engage or participate in, or own, manage, operate, join, or control, or be connected as an officer, director, employee, partner, investor, or otherwise with, any business manufacturing or selling products or services similar to or competing with products or services manufactured or sold by the Company or its subsidiaries or otherwise engage directly or indirectly in competition with the Company or its subsidiaries. The Optionee acknowledges that the remedy at law for any breach by him of the foregoing will be inadequate and that the Company shall be entitled to injunctive relief. Furthermore, the Option shall expire upon any breach by the Optionee of the foregoing. Nothing contained in this Agreement, however, shall prevent the Optionee from purchasing for investment 3 percent or less of any outstanding class of securities of any company whose securities are held by the general public.