Incentive Stock Options. The Committee may grant Options intended to qualify as “incentive stock options” as defined in Section 422 of the Code, to any employee of the Company or any Subsidiary, subject to the requirements of Section 422 of the Code. Solely for purposes of determining whether Shares are available for the grant of “incentive stock options” under the Plan, the maximum aggregate number of Shares that may be issued pursuant to “incentive stock options” granted under the Plan shall be the

Incentive Stock Options. The Committee may grant Options intendedAn Option that the Board intends to qualify as “incentivebe an “incentive stock options”option” as defined in Section 422 of the Code,Code (an “Incentive Stock Option”) shall only be granted to any employeeemployees of the CompanyCompany, any of the Company’s present or future parent or subsidiary corporations as defined in [Sections 424(e) or (f)])] of the Code, and any Subsidiary,other entities the employees of which are eligible to receive Incentive Stock Options under the Code. The Option shall be subject to and shall be construed consistently with the requirements of Section 422 of the Code, and without limiting generality of the foregoing, the Option shall be deemed to include terms that comply with the eligibility standards described section 422(b) of the Code. Solely for purposesSubject to the remaining provisions of determining whether Sharesthis Section 5(b), if an Option intended to qualify as an Incentive Stock Option does not so qualify, the Board may, at its discretion, amend the Plan and Award with respect to such Option so that such Option qualifies as an Incentive Stock Option. To the extent that the aggregate Fair Market Value (determined at the time of grant) of Common Stock with respect to which Incentive Stock Options are availableexercisable for the grantfirst time by any Participant during any calendar year (under all plans of “incentive stock options” under the Plan,Company and any affiliates) exceeds $100,000 (or such other limit established in the maximum aggregate numberCode) or otherwise does not comply with the rules governing Incentive Stock Options, the Options or portions thereof that exceed such limit (according to the order in which they were granted) or otherwise do not comply with the rules will be treated as Nonstatutory Stock Options, notwithstanding any contrary provision of Sharesthe applicable Award. The Company shall have no liability to a Participant, or any other party, if an Option (or any part thereof) that mayis intended to be issued pursuantan Incentive Stock Option is not an Incentive Stock Option or for any action taken by the Board, including without limitation the conversion of an Incentive Stock Option to “incentive stock options” granted under the Plan shall be thea Nonstatutory Stock Option.

GRANT OF OPTIONS. Subject to the terms and provisions of the Plan, Options may be granted, either by the Committee or the Board, to one or more Participants in such number, and upon such terms, and at any time and from time to time as shall be determined by the Committee. The Committee or the Board shall have the authority to grant Incentive Stock Options or to grant Nonqualified Stock Options or to grant both types of Options. The CommitteeIn the case of Incentive Stock Options, the terms and conditions of such grants shall be subject to, and comply with, such rules as may grant Options intended to qualify as “incentive stock options” as defined inbe prescribed by Section 422 of the Code, as from time to time amended, and any employee of the Company or any Subsidiary, subject toregulations implementing such statute, including, without limitation, the requirements of Code Section 422422(d) which limit the aggregate Fair Market Value of Shares (determined at the time that such Option is granted) for which Incentive Stock Options are exercisable for the first time to $100,000 per calendar year, and the requirement that Incentive Stock Options may only be granted to Employees. Each provision of the Code. Solely for purposesPlan and of determining whether Shares are available for the grant of “incentive stock options” under the Plan, the maximum aggregate number of Shares that may be issued pursuanteach written Award Agreement relating to “incentive stock options” granted under the Planan Option designated as an Incentive Stock Option shall be theconstrued so that such Option qualifies as an Incentive Stock Option, and any provision that cannot be so construed shall be disregarded.

“Incentive Stock Options. TheOption” means an Option that the Committee may grant Options intended to qualifydesignates as “incentivean incentive stock options” as defined inoption under Section 422 of the Code, to any employee of the Company or any Subsidiary, subject to the requirements of Section 422 of the Code. Solely for purposes of determining whether Shares are available for the grant of “incentive stock options” under the Plan, the maximum aggregate number of Shares that may be issued pursuant to “incentive stock options” granted under the Plan shall be the

Incentive StockSection # Grant of Options. Subject to the terms and provisions of the Plan, the Committee may grant Options to any Employee in such amounts as the Committee may determine. The Committee may grant Options intendedIncentive Stock Options, Nonqualified Stock Options, or any combination thereof. The Committee shall determine the number of Shares subject to qualify as “incentive stock options” as defined in Section 422each Option, subject to the express limitations of the Code, toPlan, including [Article XII]. Furthermore, no Participant may be granted Incentive Stock Options under this Plan (when combined with incentive stock options granted under any employeeother plan of the Company or any Subsidiary, subject to the requirements of Section 422an Affiliate) that would result in Shares with an aggregate Fair Market Value (determined as of the Code. Solely for purposesGrant Date(s)) of determining whether Shares are available formore than ​ first becoming exercisable in any one calendar year. To the grant of “incentive stock options” underextent that a purported Incentive Stock Option would violate the Plan,limitation specified in the maximum aggregate number of Shares that may be issued pursuant to “incentive stock options” granted underpreceding sentence, the PlanOption shall be thedeemed a Nonqualified Stock Option.

Incentive Stock Options. The Committee may grant Options intendedAn Option that the Board intends to qualify as “incentivebe an “incentive stock options”option” as defined in Section 422 of the Code,Code (an “Incentive Stock Option”) shall only be granted to employees of ​, any employeeof ​’s present or future parent or subsidiary corporations as defined in [Sections 424(e) or (f)])] of the Company orCode, and any Subsidiary,other entities the employees of which are eligible to receive Incentive Stock Options under the Code, and shall be subject to and shall be construed consistently with the requirements of Section 422 of the Code. Solely for purposes of determining whether Shares are available for the grant of “incentive stock options” under the Plan, the maximum aggregate number of SharesAn Option that mayis not intended to be issued pursuant to “incentive stock options” granted under the Planan Incentive Stock Option shall be designated a “Nonstatutory Stock Option.” The Company shall have no liability to a Participant, or any other party, if an Option (or any part thereof) that is intended to be an Incentive Stock Option is not an Incentive Stock Option or if the Company converts an Incentive Stock Option to a Nonstatutory Stock Option.

Incentive Stock Options.Type of Option. The Committee may grant Optionsshall have full authority and discretion to determine, and shall specify, whether the eligible individual will be granted options intended to qualify as “incentive stock options” as defined inincentive options under Section 422 of the Code,Code (“Incentive Options”) or options which are not intended to any employee of the Company or any Subsidiary, subject to the requirements ofqualify under Section 422 of the Code. Solely for purposesCode (“Non-Qualified Options”); provided, however, that Incentive Options shall only be granted to employees of determining whether Shares are available for the grant of “incentive stock options” under the Plan, the maximum aggregate number of Shares that may be issued pursuant to “incentive stock options” granted under the PlanCorporation, or a Parent or Subsidiary thereof, and shall be subject to the special limitations set forth herein attributable to Incentive Options.