ISO ​ Limitation. To the extent that the aggregate Fair Market Value of Shares with respect to which Options designated as ISOs first become exercisable by a Participant in any calendar year (under this Plan and any other plan of the Company or any Affiliate) exceeds ​, such excess Options shall automatically be treated as Non-ISOs. For purposes of determining whether the ​ limit is exceeded, the Fair Market Value of the Shares subject to an ISO shall be determined as of the Grant Date. In reducing the number of Options treated as ISOs to meet the ​ limit, the most recently granted Options shall be reduced first. In the event that Section 422 of the Code is amended to alter the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.

​ Limitation.Per Year Limitation For ISOs. To the extent that the aggregate Fair Market Value (determined on the date of grant) of the Shares with respect tofor which Options designated as ISOs are exercisable for the first become exercisabletime by aany Participant induring any calendar year (under this Plan and any other planall plans of the Company or any Affiliate)Company) exceeds ​, such excess OptionsISOs shall automatically be treated as Non-ISOs. For purposes of determining whether the ​ limit is exceeded, the Fair Market Value of the Shares subject to an ISO shall be determined as of the Grant Date. In reducing the number of Options treated as ISOs to meet the ​ limit, the most recently granted Options shall be reduced first. In the event that Section 422 of the Code is amended to alter the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.Nonqualified Stock Options.

The Committee shall designate Options at the extent that thetime a grant is authorized as either ISOs or Non-Qualified Options. The aggregate Fair Market Value (determined as of the time an ISO is granted) of the Shares with respectas to which Options designated as ISOsan ISO may first become exercisable by a ParticipantGrantee in anya particular calendar year (under this Plan(pursuant to [Article III] and anyall other planplans of the Company and/or any Affiliate) exceedsits Subsidiaries) may not exceed ​, (the “​ Limitation”). If a Grantee is granted Options in excess of the ​ Limitation, or if such Options otherwise become exercisable with respect to the number of Shares which would exceed the ​ Limitation, such excess Options shall automatically be treated as Non-ISOs. For purposes of determining whether the ​ limit is exceeded, the Fair Market Value of the Shares subject to an ISO shall be determined as of the Grant Date. In reducing the number of Options treated as ISOs to meet the ​ limit, the most recently granted Options shall be reduced first. In the event that Section 422 of the Code is amended to alter the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.Qualified Options.

Limitation on Grants. The aggregate Fair Market Value (determined with respect to each ISO at the time of grant) of the Shares with respect to which Options designated as ISOs are exercisable for the first become exercisabletime by a Participant ingrantee during any calendar year (under this Plan andor any other plan ofadopted by the Company or any Affiliate) exceedsits Parent or its Subsidiary) shall not exceed ​. Unless otherwise set forth in an Award Agreement, if such aggregate Fair Market Value shall exceed ​, such number of ISOs as shall have an aggregate Fair Market Value equal to the amount in excess Optionsof ​ shall automatically be treated as Non-ISOs. For purposes of determining whether the ​ limit is exceeded, the Fair Market Value of the Shares subject to an ISO shall be determined as of the Grant Date. In reducing the number of Options treated as ISOs to meet the ​ limit, the most recently granted Options shall be reduced first. In the event that Section 422 of the Code is amended to alter the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.NQSOs.

ISO ​ Limitation. ToNotwithstanding any designation under [Section 5(b)], to the extent that the aggregate Fair Market Value of Shares with respect to which Options designated as ISOsIncentive Stock Options are exercisable for the first become exercisabletime by a Participant inany Optionee during any calendar year (under this Plan and any other planall plans of the Company or any Affiliate)Parent or Subsidiary) exceeds ​, such excess Options shall automatically be treated as Non-ISOs.Nonstatutory Stock Options. For purposes of determining whetherthis [Section 5(c)], Incentive Stock Options shall be taken into account in the ​ limit is exceeded,order in which they were granted, and the Fair Market Value of the Shares subject to an ISOIncentive Stock Option shall be determined as of the Grant Date. In reducing the number of Options treated as ISOs to meet the ​ limit, the most recently granted Options shall be reduced first. In the event that Section 422date of the Code is amended to altergrant of such Option, each in accordance with the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.Code.

Special Rules Regarding ISOs. Notwithstanding any provision of the Plan to the contrary, an Option granted in the form of an ISO ​ Limitation.to a Participant shall be subject to the following rules. An ISO may be granted solely to eligible Employees of the Company, a parent corporation, or a subsidiary, as defined in Code Section 422. An Award Agreement evidencing the grant of an ISO shall specify that such grant is intended to be an ISO. The Option Price for each grant of an ISO must be at least equal to 100% of the Fair Market Value of a Share as of the ISO’s Grant Date (in the case of 10% owners, within the meaning of Code Section 422, the Option Price may not be not less than 110% of such Fair Market Value), subject to adjustment provided for under [Section 4.5]. Any ISO granted to a Participant shall be exercisable during his or her lifetime solely by such Participant. The period during which a Participant may exercise an ISO shall not exceed ten years (five years in the case of a Participant who is a 10% owner within the meaning of Code Section 422) from its Grant Date. To the extent that the aggregate Fair Market Value of # the Shares with respect to which Options are designated as ISOs plus # the shares of stock of the Company, parent corporation and subsidiary with respect to which other ISOs are exercisable for the first become exercisabletime by a Participant inholder of such ISOs during any calendar year (under this Planunder all plans of the Company, any parent corporation, and any other plan of the Company or any Affiliate)subsidiary exceeds ​, such excess Options shall automatically be treated as Non-ISOs.Nonqualified Stock Options. For purposes of determining whether the ​ limit is exceeded,preceding sentence, # Options shall be taken into account in the order in which they were granted, and # the Fair Market Value of the Shares subject to an ISO shall be determined as of the Grant Date. In reducingtime the number of Options treated as ISOs to meet the ​ limit, the most recently granted OptionsOption or other ISO is granted. No more than 100,000,000 Shares shall be reduced first. Inavailable under this Plan for delivery with respect to ISOs. No ISO may be granted more than ten years after the eventearlier of # adoption of this Plan by the Board and # the Effective Date. No ISO may be sold, transferred, pledged, assigned or otherwise alienated or hypothecated, other than by will or by the laws of descent and distribution; provided, however, that Section 422at the discretion of the CodeCommittee, an ISO may be transferred to a grantor trust under which the Participant making the transfer is amended to alter the limitation set forth therein, the limitation of this [Section 6(b)] shall be automatically adjusted accordingly.sole beneficiary.