Exercisability. Each Stock Option Agreement shall specify the date when all or any installment of the Option is to become exercisable. No Option shall be exercisable unless the Optionee # has delivered an executed copy of the Stock Option Agreement to the Company or # otherwise agrees to be bound by the terms of the Stock Option Agreement. The Board of Directors shall determine the exercisability provisions of the Stock Option Agreement at its sole discretion.

Exercisability. The Options will become exercisable in accordance with the Exercisability Schedule set forth in the Stock Option Notice, so long as you are in the Service of the Company from the Grant Date through the applicable exercisability dates. None of the Options will become exercisable after your Service with the Company ceases, unless the Stock Option Notice provides otherwise with respect to exercisability that arises as a result of your cessation of Service.

Exercisability. Each Option shall be exercisable at such time or times and subject to such terms and conditions, including the attainment of pre-established Performance Goals, as shall be determined by the Administrator in the applicable Award Agreement. The Administrator may also provide that any Option shall be exercisable only in installments, and the Administrator may waive such installment exercise provisions at any time, in whole or in part, based on such factors as the Administrator may determine in its sole discretion. Notwithstanding anything to the contrary contained herein, an Option may not be exercised for a fraction of a share.

Stock Appreciation Rights that are Free Standing Rights shall be exercisable at such time or times and subject to such terms and conditions as shall be determined by the Administrator in the applicable Award Agreement.

Exercisability. To qualify for Incentive Share Option tax treatment, an Option designated as an Incentive Share Option must be exercised within three months after termination of employment for reasons other than death, except that, in the case of termination of employment due to total disability, such Option must be exercised within one year after such termination. Employment shall not be deemed to continue beyond the first 90 days of a leave of absence unless the Participant reemployment rights are guaranteed by statute or contract. For purposes of this paragraph (d), “total disability” shall mean a mental or physical impairment of the Participant which is expected to result in death or which has lasted or is expected to last for a continuous period of 12 months or more and which causes the Participant to be unable, in the opinion of the Company and two independent physicians, to perform his or her duties for the Company and to be engaged in any substantial gainful activity. Total disability shall be deemed to have occurred on the first day after the Company and the two independent physicians have furnished their opinion of total disability to the Board of Directors.

Exercisability. Subject to Subsection # below and the other conditions set forth in this Agreement, all or part of this option may be exercised prior to its expiration at the time or times set forth in the Notice of Stock Option Grant. Shares purchased by exercising this option may be subject to the Right of Repurchase under Section 7.

Exercisability. To qualify for Incentive Share Option tax treatment, an Option designated as an Incentive Share Option must be exercised within three months after termination of employment for reasons other than death, except that, in the case of termination of employment due to total disability, such Option must be exercised within one year after such termination. Employment shall not be deemed to continue beyond the first 90 days of a leave of absence unless the Participant reemployment rights are guaranteed by statute or contract. For purposes of this paragraph (d), “total disability” shall mean a mental or physical impairment of the Participant which is expected to result in death or which has lasted or is expected to last for a continuous period of 12 months or more and which causes the Participant to be unable, in the opinion of the Company and two independent physicians, to perform his or her duties for the Company and to be engaged in any substantial gainful activity. Total disability shall be deemed to have occurred on the first day after the Company and the two independent physicians have furnished their opinion of total disability to the Board of Directors.

To the extent that SARs have become exercisable with respect to a number of Common Shares, you may thereafter exercise the SARs either as to all or any part of such Common Shares at any time or from time-to-time prior to expiration or other termination of the SAR. Except as provided in Sections 4 and 5, the SARs may not be exercised at any time unless you are an Employee at such time.

Exercisability. Except as otherwise provided in Sections 6 and 13 below, the Options shall become exercisable as specified in the relevant Notice of Grant. In no event shall the Options be exercisable in whole or in part after the Option Expiration Date specified in the relevant Notice of Grant (the “Expiration Date”). Upon an Option Holder’s termination of employment with the Company following the Option Holder’s # death, # permanent disability (as determined under the Company’s Long Term Disability Plan), # a Change in Control (but only to the extent provided in Section 13), or # terminations without Cause (as defined in the Company’s Executive Severance Plan) (but only to the extent provided in Section 6), those Options awarded to the Option Holder may be exercised to the extent and as described in Sections 6 and 13 below. Upon any other termination of employment, the unvested Options will be automatically canceled, and vested Options will be exercisable in accordance with the terms of this Award Agreement. The Option Holder shall not be entitled to receive any shares of Common Stock with respect to unvested Options, and the Option Holder shall have no further rights with regard to an Option once the underlying share of Common Stock has been delivered with respect to that Option.

Exercisability. Subject to Subsection # below and the other conditions set forth in this Agreement, all or part of this option may be exercised prior to its expiration at the time or times set forth in the Notice of Stock Option Grant.