Grant. Subject to the provisions of the Plan, the Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combination of the foregoing, provided that Incentive Stock Options may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option is an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designated as Incentive Stock Options are exercisable for the first time by a Participant during any calendar year (under all Plans of the Company) exceeds $100,000, such Options shall be treated as Non-Qualified Stock Options.

Grant.Section # 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 Incentive Stock Options, Nonqualified Stock Options, or any combination thereof. The Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicableOption, subject to the exerciseexpress limitations of an Option. A person who has beenthe Plan, including Article XII. Furthermore, no Participant may be granted an OptionIncentive Stock Options under this Plan may be granted additional Options under the Plan if the Committee shall so determine. Options(when combined with incentive stock options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combinationany other plan of the foregoing, providedCompany or an Affiliate) that Incentive Stock Options may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option iswould result in Shares with an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value (determined as of the Shares with respect to which Options designated asGrant Date(s)) of more than One Hundred Thousand Dollars ($100,000) first becoming exercisable in any one calendar year. To the extent that a purported Incentive Stock Options are exercisable forOption would violate the first time by a Participant during any calendar year (under all Plans oflimitation specified in the Company) exceeds $100,000, such Optionspreceding sentence, the Option shall be treated as Non-Qualifieddeemed a Nonqualified Stock Options.Option.

Grant.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 sole and completethe authority to determinegrant Incentive Stock Options or to grant Nonqualified Stock Options or to grant both types of Options. In the Participants to whom Options shall be granted, the numbercase of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combinationthe terms and conditions of such grants shall be subject to, and comply with, such rules as may be prescribed by Section 422 of the foregoing, provided that Incentive Stock Options may be granted onlyCode, as from time to Employees. Each grant shall specify whether (ortime amended, and any regulations implementing such statute, including, without limitation, the extent to which) the Option is an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent thatrequirements of Code Section 422(d) which limit the aggregate Fair Market Value of Shares (determined at the Shares with respect totime that such Option is granted) for which Options designated as Incentive Stock Options are exercisable for the first time by a Participant during anyto $100,000 per calendar year (under all Plansyear, and the requirement that Incentive Stock Options may only be granted to Employees. Each provision of the Company) exceeds $100,000, such OptionsPlan and of each written Award Agreement relating to an Option designated as an Incentive Stock Option shall be treatedconstrued so that such Option qualifies as Non-Qualifiedan Incentive Stock Options.Option, and any provision that cannot be so construed shall be disregarded.

Grant. Subject to the provisions of the Plan, the Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if the Committeeto Eligible Persons shall so determine. Options granted under this Plan may be either Incentive Stock Options, Non-Qualified Stock Options or a combination ofNonqualified Stock Options, as designated by the foregoing, providedCommittee; provided, however, that Incentive Stock Options may be granted only to Employees.Eligible Persons who are [Section 422] Employees on the Date of Grant. Each grantOption granted under the Plan shall specify whether (or the extent to which) thebe identified as either a Nonqualified Stock Option isor an Incentive Stock Option or a Non-Qualified Stockand shall be evidenced by an Agreement that specifies the terms and conditions of the Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designated as Incentive Stock Options are exercisable for the first time by a Participantthe optionee during any calendar year (under all Plansplans of the Company)Company and any parent or subsidiary corporation) exceeds USD $100,000, such Incentive Stock Options shall be treated as Non-QualifiedNonqualified Stock Options. For purposes of this Section 6.1, Incentive Stock Options shall be taken into account in the order in which they were granted. The Fair Market Value of the Shares shall be determined as of the time the Option with respect to such Shares was granted. Options shall be subject to the terms and conditions set forth in this Section 6 and such other terms and conditions not inconsistent with the Plan as the Committee may specify. The Committee, in its discretion, may condition the grant or vesting of an Option upon the achievement of one or more specified Performance Goals.

Grant. SubjectGrants. The Committee may grant stock options alone or in addition to other Awards granted under the provisions of the Plan, the Committee shall have sole and complete authorityPlan to determine the Participants to whom Optionsany Participant. Each person so selected shall be granted,offered an option to purchase the number of Shares subject to each Award,determined by the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if theCommittee. The Committee shall so determine. Options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combination of the foregoing, provided that Incentive Stock Options may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Optionsuch option is an Incentive Stock Option or a Non-QualifiedNonqualified Stock Option. NotwithstandingOption and any other terms and conditions relating to such designation, toAward, including whether the extent that the aggregate Fair Market Value of the Shares with respect to which Options designated as Incentive Stock Options areoption is exercisable for Restricted Stock rather than unrestricted Shares. Each such person so selected shall have a reasonable period of time within which to accept or reject the first timeoffered option. Failure to accept within the period so fixed by a Participant during any calendar year (under all Plans of the Company) exceeds $100,000, such Options shallCommittee may be treated as Non-Qualifieda rejection. Each person who accepts an option shall enter into a written agreement with the Company, in such form as the Committee may prescribe, setting forth the terms and conditions of the option (including the extent to which the option is an Incentive Stock Options.Option or Nonqualified Stock Option), consistent with the provisions of the Plan.

Grant. Subject to the provisionsterms and conditions of the Plan, Stock Options may be granted to Eligible Persons at any time and from time to time, as shall be determined by the Committee. Stock Options granted under the Plan may be either of two types, which shall be indicated in the related Award Agreement: Incentive Stock Options or Non-Qualified Stock Options. Subject to Section 8(c) hereof, the Committee shall have sole and completethe authority to determine the Participantsgrant to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may beany Eligible Person Incentive Stock Options, Non-Qualified Stock Options or a combination of the foregoing, provided that Incentive Stock Options may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option is an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designated as Incentive Stock Options are exercisable for the first time by a Participant during any calendar year (under all Plans of the Company) exceeds $100,000, such Options shall be treated as Non-Qualified Stock Options.thereof.

Grant. Subject to the provisionsGrant of the Plan, the Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this Plan may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combination of the foregoing, provided that Incentive StockOptions. Options may be granted only to Employees.Participants in such number, and upon such terms, and at any time and from time to time as shall be determined by the Committee, in its sole discretion. Each grant of an Option shall be evidenced by an Award Agreement which shall specify whether (or the extent to which) the Option is in the form of a Nonqualified Stock Option or an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designated as Incentive Stock Options are exercisable for the first time by a Participant during any calendar year (under all Plans of the Company) exceeds $100,000, such Options shall be treated as Non-Qualified Stock Options.

Grant.6.1Grant of Options. Subject to the terms and provisions of the Plan, Options may be granted to Employee Participants at any time and from time to time as determined by the Committee. The Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this PlanThe Committee may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may begrant Incentive Stock Options, Non-QualifiedNonqualified Stock OptionsOptions, or aany combination of the foregoing, provided that Incentive Stock Optionsthereof. Up to 3,000,000 Shares may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option is an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designatedissued as Incentive Stock Options are exercisable forunder the first time by a Participant duringPlan. The maximum aggregate number of Shares that may be granted in the form of Options in any one calendar year (under all Plans of the Company) exceeds $100,000, such Optionsto an individual Employee Participant shall be treated as Non-Qualified Stock Options.300,000.

Grant.6.1Grant of Options. Subject to the terms and provisions of the Plan, Options may be granted to Employee Participants at any time and from time to time as determined by the Committee. The Committee shall have sole and complete authority to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granted an Option under this PlanThe Committee may be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may begrant Incentive Stock Options, Non-QualifiedNonqualified Stock OptionsOptions, or aany combination of the foregoing, provided that Incentive Stock Optionsthereof. Up to 3,000,000 Shares may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option is an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which Options designatedissued as Incentive Stock Options are exercisable forunder the first time by a Participant duringPlan. The maximum aggregate number of Shares that may be granted in the form of Options in any one calendar year (under all Plans of the Company) exceeds $100,000, such Optionsto an individual Employee Participant shall be treated as Non-Qualified Stock Options.300,000.

Grant. Subject to the provisionslimitations of the Plan, the Committee shall have sole and complete authoritymay, in its discretion, grant to determine the Participants to whom Options shall be granted, the number of Shares subject to each Award, the exercise price and the conditions and limitations applicable to the exercise of an Option. A person who has been granteda Participant an Option under this Plan mayto purchase Shares. An Option must be granted additional Options under the Plan if the Committee shall so determine. Options granted under this Plan may be Incentive Stock Options, Non-Qualified Stock Options or a combination of the foregoing, provided that Incentive Stock Options may be granted only to Employees. Each grant shall specify whether (or the extent to which) the Option isdesignated as either an Incentive Stock Option or a Non-Qualified Stock Option. Notwithstanding any such designation, to the extent that the aggregate Fair Market Value of the Shares with respect to which OptionsOption and, if not designated as Incentive Stock Options are exercisable for the first time by a Participant during any calendar year (under all Plans of the Company) exceeds $100,000, such Optionseither, shall be treated asa Non-Qualified Stock Options.Option.