Accelerated Vesting. The Company will accelerate the vesting of your equity awards such that you will be deemed vested in those shares that would have vested in the one (1) year period following the Employment Separation Date had your employment not ended.

You will receive acceleration of vesting of all of your then-outstanding and then-unvested equity award grants as of the date of termination as to the number of shares that would have vested in their vesting schedules as if you had been in service for an additional twelve (12) months as of your Separation from Service.

Accelerated Vesting. Effective as of your termination date, the vesting of your then-outstanding and unvested compensatory equity awards will be accelerated so that you will receive any vesting that would otherwise have occurred within eighteen (18) months of the termination date.

Equity Acceleration. Notwithstanding the terms of any agreements governing the equity awards the Company awarded to you, effective as of the Separation Date, the Company will accelerate the vesting of your outstanding equity awards such that 50% of the # unvested options to purchase shares of common stock of the Company (“Shares”) you hold will be deemed vested and exercisable as of the Separation Date and # unvested restricted Shares you hold will be deemed vested and no longer subject to forfeiture as of the Separation Date. Except as modified by this [Section 2(c)] and [Section 2(e)] below, all of your equity awards shall continue to be governed by the terms of the governing grant or award agreements with the Company and the applicable equity incentive plan. A table reflecting the acceleration of your outstanding equity awards is attached hereto as Exhibit A.

The Company shall accelerate the vesting of that portion of all then-unvested Company equity awards granted to Executive such that all of Executive’s then-outstanding unvested Company equity awards shall be deemed as vested and exercisable as of Executive’s Separation from Service date; provided further, Executive shall have one (1) year from the Separation from Service date to exercise any or all of Executive’s vested equity awards, after which such vested equity awards shall terminate and shall not longer be exercisable by Executive.