6. Transferability. Unless otherwise determined by the Committee, the Option granted hereby is not transferable otherwise than by will or under the applicable laws of descent and distribution, and during the lifetime of the Optionee, the Option shall be exercisable only by the Optionee, or the Optionees guardian or legal representative. In addition, the Option shall not be assigned, negotiated, pledged or hypothecated in any way (whether by operation of law or otherwise), and the Option shall not be subject to execution, attachment or similar process. Upon any attempt to transfer, assign, negotiate, pledge or hypothecate the Option, or in the event of any levy upon the Option by reason of any execution, attachment or similar process contrary to the provisions hereof, the Option shall immediately become null and void. The terms of this Option shall be binding upon the executors, administrators, heirs, successors and assigns of the Optionee.
7. No Rights of Stockholders. Neither the Optionee nor any personal representative (or beneficiary) shall be nor shall have any of the rights and privileges of, a stockholder of the Company with respect to any Shares purchasable or issuable upon the exercise of the Option, in whole or in part, prior to the date on which the Shares are issued.
8. Acceleration of Exercisability of Option.
(a) Acceleration Upon Certain Terminations or Cancellations of Option. This Option shall become immediately fully exercisable in the event that either (i) the Optionees Continuous Service is terminated either by the Company and its Related Entities without Cause or by the Optionee for Good Reason, or (ii) prior to the termination of the Option pursuant to Section 5 hereof, either the Option is terminated pursuant to Section 5(b)(i) hereof, or the Company exercises its discretion to provide a cancellation notice with respect to the Option pursuant to Section 5(b)(ii) hereof.
(b) Acceleration Upon Change in Control. This Option shall become immediately fully exercisable in the event that, prior to the termination of the Option pursuant to Section 5 hereof, and during the Optionees Continuous Service, there is a Change in Control, as defined in Section 9(b) of the Plan.
(c) Acceleration Upon Death or Disability of Optionee. In the event of the termination of the Optionees Continuous Service due to the Optionees death or Disability, then a pro rata portion of the then unvested Options (based on the number of days the Optionee was employed with the Company and its Related Entities during the Vesting Schedule as provided in Section 2 hereof, ceasing as of the date of termination of the Optionees Continuous Service), will accelerate and become immediately exercisable as of such termination date.
9. Amendment, Modification & Assignment. This Agreement may only be modified or amended in a writing signed by the parties hereto. No promises, assurances, commitments, agreements, undertakings or representations, whether oral, written, electronic or otherwise, and whether express or implied, with respect to the subject matter hereof, have been made by either party which are not set forth expressly in this Agreement. Unless otherwise consented to in writing by the Company, in its sole discretion, this Agreement (and the Optionees rights hereunder) may not be assigned, and the obligations of the Optionee hereunder may not be delegated, in whole or in part. The rights and obligations created hereunder shall be binding on the executors, administrators, heirs, successors and assigns of the Optionee and on the successors and assigns of the Company.