Common use of Vesting and Exercisability; Impact of Termination of Employment Clause in Contracts

Vesting and Exercisability; Impact of Termination of Employment. (a) Except as set forth in Section 2(d) and Section 2(f), the Option shall not vest or be exercisable to any extent unless the Employee shall have remained continuously in the employ of the Company from the Grant Date through the date that is one (1) year following the Grant Date (the “Minimum Vesting Period”) and if such continuous employment through the Minimum Vesting Period: (i) Is not satisfied, then the Option shall terminate immediately upon the Employee’s termination of employment with the Company. (ii) Is satisfied, then except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), the Option shall vest and become exercisable at the following times as to the following number of Shares, provided that the Employee shall have remained continuously in the employ of the Company until the applicable time for the Option to vest and become exercisable: (A) After the end of one (1) year following the Grant Date and prior to the end of two (2) years following the Grant Date, not more than one-third of the aggregate number of Shares set forth in the Award Notice; (B) After the end of two (2) years following the Grant Date and prior to the end of three (3) years following the Grant Date, not more than two-thirds of the aggregate number of Shares set forth in the Award Notice; and (C) After the end of three (3) years following the Grant Date, the aggregate number of Shares set forth in the Award Notice. During the lifetime of the Employee, the Option shall be exercisable only by the Employee and, except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), only while the Employee continues as an Employee of the Company. Notwithstanding any other provision of these Terms and Conditions and the Agreement, the Option shall expire no later than the Expiration Date (as defined below) and shall not be exercisable thereafter.

Vesting and Exercisability; Impact of Termination of Employment. (a) Except as set forth in Section 2(d2(a)(i)-(iii) and Section 2(f2(e), the Option shall not vest or be exercisable to any extent unless the Employee shall have remained continuously in the employ of the Company Corporation for the period from the Grant Date through the date that is one (1) year following the Grant Date June 29, 2022 (the “Minimum Vesting Service Period”) ), in which case the Option shall vest and become exercisable as provided in Section 2(d), and if such continuous employment through for the Minimum Vesting Period: (i) Is Service Period is not satisfied, then the Option Option, shall terminate immediately upon the Employee’s termination of employment with the CompanyCorporation. (iii) Is satisfiedIf, then except as otherwise provided prior to expiration of the Service Period and before an event described in the Award Notice and subject to Section 2(d) and Section 2(f2(e), the Employee ceases to be an employee of the Corporation due to involuntary termination by the Corporation other than for Cause (as defined below) or voluntary termination by the Employee for Good Reason (as defined below), then the Option shall remain outstanding and eligible to vest and become exercisable at upon expiration of the Service Period in a portion (the “Eligible Vesting Portion”) of the number of Shares as to which the Option otherwise would have vested under the Award upon expiration of the Service Period determined in accordance with the provisions of Section 2(d) hereof, and the remaining portion of the Option shall be immediately and automatically forfeited. The Eligible Vesting Portion shall be determined based on the date of such termination as set forth in the following times as table: Prior to the following number of SharesJune 29, provided that the Employee shall have remained continuously in the employ 2020 1/3 (one third) On or after June 29, 2020, but prior to June 29, 2021 2/3 (two thirds) On or after June 29, 2021 and through June 29, 2022 100.00% The Eligible Vesting Portion of the Company until the applicable time for the Option that remains outstanding and eligible to vest and become exercisable: (A) After the end of one (1) year following the Grant Date and prior exercisable pursuant to the end foregoing provisions of two (2this Section 2(a)(i) years following the Grant Date, not more than one-third of the aggregate number of Shares set forth in the Award Notice; (B) After the end of two (2) years following the Grant Date shall remain outstanding and prior eligible to the end of three (3) years following the Grant Date, not more than two-thirds of the aggregate number of Shares set forth in the Award Notice; and (C) After the end of three (3) years following the Grant Date, the aggregate number of Shares set forth in the Award Notice. During the lifetime of the Employee, the Option vest and if it vests shall be remain exercisable only by the Employee and, except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), only while the Employee continues as an Employee of the Company. Notwithstanding any other provision of these Terms and Conditions and the Agreement, the Option shall expire no later than until the Expiration Date (as defined below), subject to early termination of an Option upon a Change in Control in accordance with the terms of the Plan. Without limiting the foregoing, in the event of a termination of employment of the Employee (x) and shall by the Employee for Good Reason within twenty-four (24) months following a Change in Control described in Section 2(e), or (y) by the Corporation other than for Cause, whether or not prior to the expiration of the Service Period, to the extent vested, the Option may be exercisable thereafterexercised by the Employee, but only until the Expiration Date.

Vesting and Exercisability; Impact of Termination of Employment. (a) Except as set forth in Section 2(d) and Section 2(f), the Option shall not vest or be exercisable to any extent unless the Employee shall have remained continuously in the employ of the Company from the Grant Date through the date that is one (1) year following the Grant Date (the “Minimum Vesting Period”) and if such continuous employment through the Minimum Vesting Period: (i) Is not satisfied, then the Option shall terminate immediately upon the Employee’s termination of employment with the Company. (ii) Is satisfied, then except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), the Option shall vest and become exercisable at the following times as to the following number of Shares, provided that the Employee shall have remained continuously in the employ of the Company until the applicable time for the Option to vest and become exercisable: (A) After the end of one (1) year following the Grant Date and prior to the end of two (2) years following the Grant Date, not more than one-third of the aggregate number of Shares set forth in the Award Notice; ; (B) After the end of two (2) years following the Grant Date and prior to the end of three (3) years following the Grant Date, not more than two-thirds of the aggregate number of Shares set forth in the Award Notice; and (C) After the end of three (3) years following the Grant Date, the aggregate number of Shares set forth in the Award Notice. During the lifetime of the Employee, the Option shall be exercisable only by the Employee and, except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), only while the Employee continues as an Employee of the Company. Notwithstanding any other provision of these Terms and Conditions and the Agreement, the Option shall expire no later than the Expiration Date (as defined below) and shall not be exercisable thereafter.

Vesting and Exercisability; Impact of Termination of Employment. (a) Except as set forth in Section 2(d2(a)(i)-(iii) and Section 2(f2(e), the Option shall not vest or be exercisable to any extent unless the Employee shall have remained continuously in the employ of the Company Corporation for the period from the Grant Date through the date that is one (1) year following the Grant Date June 29, 2022 (the “Minimum Vesting Service Period”) ), in which case the Option shall vest and become exercisable as provided in Section 2(d), and if such continuous employment through for the Minimum Vesting Period: (i) Is Service Period is not satisfied, then the Option Option, shall terminate immediately upon the Employee’s termination of employment with the CompanyCorporation. (iii) Is satisfiedIf, then except as otherwise provided prior to expiration of the Service Period and before an event described in the Award Notice and subject to Section 2(d) and Section 2(f2(e), the Employee ceases to be an employee of the Corporation due to involuntary termination by the Corporation other than for Cause (as defined below) or voluntary termination by the Employee for Good Reason (as defined below), then the Option shall remain outstanding and eligible to vest and become exercisable at upon expiration of the Service Period in a portion (the “Eligible Vesting Portion”) of the number of Shares as to which the Option otherwise would have vested under the Award upon expiration of the Service Period determined in accordance with the provisions of Section 2(d) hereof, and the remaining portion of the Option shall be immediately and automatically forfeited. The Eligible Vesting Portion shall be determined based on the date of such termination as set forth in the following times as table: Prior to the following number of SharesJune 29, provided that the Employee shall have remained continuously in the employ 2020 1/3 (one third) On or after June 29, 2020, but prior to June 29, 2021 2/3 (two thirds) On or after June 29, 2021 and through June 29, 2022 100.00% The Eligible Vesting Portion of the Company until the applicable time for the Option that remains outstanding and eligible to vest and become exercisable: (A) After the end of one (1) year following the Grant Date and prior exercisable pursuant to the end foregoing provisions of two (2this Section 2(a)(i) years following the Grant Date, not more than one-third of the aggregate number of Shares set forth in the Award Notice; (B) After the end of two (2) years following the Grant Date shall remain outstanding and prior eligible to the end of three (3) years following the Grant Date, not more than two-thirds of the aggregate number of Shares set forth in the Award Notice; and (C) After the end of three (3) years following the Grant Date, the aggregate number of Shares set forth in the Award Notice. During the lifetime of the Employee, the Option vest and if it vests shall be remain exercisable only by the Employee and, except as otherwise provided in the Award Notice and subject to Section 2(d) and Section 2(f), only while the Employee continues as an Employee of the Company. Notwithstanding any other provision of these Terms and Conditions and the Agreement, the Option shall expire no later than until the Expiration Date (as defined below), subject to early termination of an Option upon a Change in Control in accordance with the terms of the Plan. Without limiting the foregoing, in the event of a termination of employment of the Employee (x) and shall by the Employee for Good Reason, or (y) by the Corporation other than for Cause, whether or not prior to the expiration of the Service Period, to the extent vested, the Option may be exercisable thereafterexercised by the Employee, but only until the Expiration Date.