Termination of Continuous Service Clause Example with 17 Variations from Business Contracts
This page contains Termination of Continuous Service clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's Continuous Service is terminated fo...r Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 Termination due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of (a) the date 12 months following the Participant's death or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements.View More
Variations of a "Termination of Continuous Service" Clause from Business Contracts
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. (a) General Provisions. If the Participant (or other person entitled to exercise the Option) does not exercise the Option to the extent so entitled within the time specified below, the Option shall terminate. In no event may any Option be exercised after the Expiration Date. (b) Termination other than Upon Disability or Death or for Cause. In the event of termination of a Participant's Continuous Service is terminated for any reaso...n other than Cause, death or Disability, under the circumstances set forth in Sections 3(c) through (e) below, such Participant may exercise any outstanding Option at any time within ninety (90) days following such termination to the extent the Participant is vested in such Option (but in no event beyond the Expiration Date). The unvested portion of the Option, but only within any outstanding Option held by such period of time ending on the earlier of (a) the date three months following Participant shall immediately terminate upon the termination of the Participant's Continuous Service or (b) Service. (c) Disability. In the Expiration Date. 3.2 Termination for Cause. If the event of termination of a Participant's Continuous Service is terminated for Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 Termination due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's his or her Disability, the such Participant may exercise any outstanding Option at any time within six (6) months following such termination (but in no event beyond the Expiration Date) to the extent the Participant is vested in such Option. The unvested portion of any outstanding Option held by such Participant shall immediately terminate upon the Option, but only within such period of time ending on the earlier of (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which Service. (d) Death. In the vested portion event of the Option remains exercisable, death of a Participant during the vested portion period of Continuous Service since the date of grant of any outstanding Option, or within ninety (90) days following termination of such Participant's Continuous Service (other than for Cause), the Option may be exercised by the Participant's estate, Beneficiary, at any time within six (6) months following the date of death or, if earlier, the date the Participant's Continuous Service terminated (but in no event beyond the Expiration Date), but only to the extent the Participant is vested in such Option. The unvested portion of any outstanding Option held by such Participant shall immediately terminate upon the termination of the Participant's Continuous Service. (e) Termination for Cause. In the event of termination of a person who acquired Participant's Continuous Service for Cause (which includes, for the avoidance of doubt, the removal of Participant from the Board for Cause), any outstanding Option (including any vested portion thereof) held by such Participant shall immediately terminate in its entirety upon first notification to the Participant of termination of the Participant's Continuous Service for Cause. If a Participant's Continuous Service is suspended pending an investigation of whether the Participant's Continuous Service will be terminated for Cause, all the Participant's rights under any Option, including the right to exercise the Option by bequest or inheritance or by Option, shall be suspended during the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of (a) the date 12 months following the Participant's death or (b) the Expiration Date. 3.5 investigation period. 3 (f) Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason reason, the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, system or Shares may not be purchased due to any Company insider trading policy (including blackout periods), then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements. requirement, but in no event beyond the Expiration Date. (g) Committee Determinations. The Committee shall have absolute discretion to determine the date and circumstances of termination of the Participant's Continuous Service, and its determination shall be final, conclusive and binding upon the Participant. View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date three months following the Participant's termination of the Participant's Continuous Service Service; or (b) the Expiration Date. If the Participant ceases to be an Employee but provides... Continuous Service after termination of employment as a Director or Consultant, the Option shall automatically convert and be deemed a Non-qualified Share Option as of the date that is three months from termination of the Participant's employment and this Option shall continue on the same terms and conditions set forth herein until termination of Participant's Continuous Service. 3.2 Termination for Cause. If the Participant's Continuous Service is terminated for Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date 12 months following the Participant's termination of Continuous Service Service; or (b) the Expiration Date. 3.4 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of of: (a) the date 12 months following the Participant's death termination of Continuous Service; or (b) the Expiration Date. 3.5 Extension 2 4. Manner of Termination Date. If following Exercise. 4.1 Election to Exercise. To exercise the Option, the Participant (or in the case of exercise after the Participant's termination death or incapacity, the Participant's executor, administrator, heir or legatee, as the case may be) must deliver to the Company a notice of Continuous Service for any reason intent to exercise in the manner designated by the Board or the Committee. If someone other than the Participant exercises the Option, then such person must submit documentation reasonably acceptable to the Company verifying that such person has the legal right to exercise the Option. In addition, it is a condition to the exercise of the Option that the Participant or other authorized person who exercises the Option execute a Deed of Adherence to be bound by the sections of the Amended and Restated Shareholders Agreement dated as of January 16, 2015, as may be amended from time to time (the "Shareholders' Agreement"), as shall be set forth therein if not already a party to the Shareholders' Agreement. 4.2 Payment of Exercise Price. The entire Exercise Price of the Option shall be payable in full at the time of exercise in any form of legal consideration allowed pursuant to Section 6.4 of the Plan. 4.3 Withholding. If the Company, in its discretion, determines that it is prohibited because obligated to withhold any tax in connection with the exercise of the Option, the Participant must make arrangements satisfactory to the Company to pay or provide for any applicable foreign, federal, state and local withholding obligations of the Company. The Participant may satisfy any foreign, federal, state or local tax withholding obligation relating to the exercise of the Option would violate the registration requirements under the Securities Act or by any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until following means: (a) tendering a cash payment; or (b) authorizing the date that is thirty (30) days after Company to withhold Ordinary Shares from the end Ordinary Shares otherwise issuable to the Participant as a result of the period during which the exercise of the Option would Option; provided, however, that no Ordinary Shares are withheld with a value exceeding the minimum amount of tax required to be withheld by Applicable Laws. The Company has the right to withhold from any compensation paid to a Participant. 4.4 Issuance of Shares. Provided that the exercise notice and payment are in violation compliance with the Plan and in form and substance satisfactory to the Company, the Company shall issue the Ordinary Shares registered in the name of such registration the Participant, the Participant's authorized assignee, or the Participant's legal representative which shall be evidenced by share certificates representing the shares with the appropriate legends affixed thereto, appropriate entry on the books of the Company or of a duly authorized transfer agent, or other securities requirements. appropriate means as determined by the Company. View More
Termination of Continuous Service. 3.1 (a) Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 "Cause" means, with respect to the Participant (i) if the Parti...cipant is a party to an employment agreement with the Company or its Affiliates and such agreement provides for a definition of Cause, the definition contained therein; or (ii) if no such agreement exists, or if such agreement does not define Cause: (A) the commission of, or plea of guilty or no contest to, a felony or a crime involving moral turpitude or the commission of any other act involving willful malfeasance or material fiduciary breach with respect to the Company or an Affiliate; (B) conduct that results in or is reasonably likely to result in harm to the reputation or business of the Company or any of its Affiliates; (C) gross negligence or willful misconduct with respect to the Company or an Affiliate; or (D) material violation of state or federal securities laws. The Administrator, in its absolute discretion, shall determine the effect of all matters and questions relating to whether a Participant has been discharged for Cause. (b) Termination for Cause. If the Participant's Continuous Service is terminated for Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 (c) Termination due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 (d) Termination due to Death. If the Participant's Continuous Service employment terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of of: (a) the date 12 months following the Participant's death termination of employment or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements.View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, SARs, but only within such period of time ending on the earlier of (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's Continuous Service is termina...ted for Cause, the Option SARs (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 Termination due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, SARs, but only within such period of time ending on the earlier of (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option SARs may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option SARs by bequest or inheritance or by the person designated to exercise the Option SARs upon the Participant's death, but only within the time period ending on the earlier of (a) the date 12 months following the Participant's death termination of Continuous Service or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements.View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three twenty-four (24) months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's Continuous Service... is terminated for Cause, the Option (whether Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three (3) months following the termination of the Participant's Continuous Service or unvested) shall immediately terminate and cease to be exercisable. 1 (b) the Expiration Date. 3.3 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date 12 twenty-four (24) months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of (a) the date 12 twenty-four (24) months following the Participant's death or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason or (b) the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements. Expiration Date. View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, disability, the Participant may exercise the vested and unvested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date three twelve months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's... Continuous Service is terminated for Cause, the unvested Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 exercisable and the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of: (a) the date twelve months following the Participant's termination of Continuous Service or (b) the Expiration Date. Cause shall be defined as a felony conviction of the Participant or theft of Company intellectual property by the Participant. 3.3 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date 12 twelve months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of of: (a) the date 12 twelve months following the Participant's death or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason or (b) the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements. Expiration Date. View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. Disability, Death or Retirement. If the Participant's Continuous Service is terminated for any reason other than Cause, Disability, death or Disability, retirement, then the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for C...ause. If Date; provided, however, that if the Participant's Continuous Service is terminated for Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 3.2 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, then any unvested portion of the Option shall become fully vested on the date of termination, and the Participant (or, in the event that the Disability is caused by the Participant's incapacity, the Participant's personal representative) may exercise the vested portion of the Option, but only within such period of Option at any time ending on the earlier of (a) the date 12 months following the Participant's termination of Continuous Service or (b) prior to the Expiration Date. 3.4 3.3 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested then any unvested portion of the Option remains exercisable, shall become fully vested on the date of death, and the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated pursuant to Section 6 hereof to exercise the Option upon the Participant's death, but only within the death at any time period ending on the earlier of (a) the date 12 months following the Participant's death or (b) prior to the Expiration Date. 3.4 Termination Due to Retirement. If the Participant's Continuous Service terminates as a result of the Participant's retirement, then any unvested portion of the Option shall become fully vested on the date of retirement, and the Participant may exercise the vested Option at any time prior to the Expiration Date. For purposes of this Agreement, "retirement" shall mean the termination of Participant's Continuous Service upon termination of employment at age 65 or later in accordance with the policies of the Company. 3.5 Extension of Termination Date. If If, following the Participant's termination of Continuous Service for any reason reason, the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the Option shall terminate on the earlier of (a) the Expiration Date or (b) the expiration of a period after termination of the Option shall be tolled until the date Participant's Continuous Service that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities law requirements. View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's Continuous Service is terminated fo...r Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 3.2 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, all Options granted hereunder shall immediately vest and the Participant (or its designee) may exercise the vested portion of the Option, but only within such period of time ending on prior to the earlier of (a) (i) one year from the date 12 months following the Participant's termination of Continuous Service with the Company or (b) its Affiliate terminates due to the Participant's Disability or (ii) the Expiration Date. 3.4 3.3 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, all Options granted hereunder shall immediately vest and the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on prior to the earlier of (a) (i) one year from the date 12 months following the Participant's Continuous Service with the Company or its Affiliate terminates due to the Participant's death or (b) (ii) the Expiration Date. 3.4 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise only the vested portion of the Option within the period of time ending on the Expiration Date. Any remaining unvested portion of the Option shall immediately terminate and cease to be exercisable. 3.5 Extension of Termination Date. If If, following the Participant's termination of Continuous Service for any reason reason, the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements. View More
Termination of Continuous Service. 3.1 Termination a.Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination b.Termination for Cause. If the Participant's Con...tinuous Service is terminated for Cause, the Option (whether vested or unvested) shall immediately terminate and cease to be exercisable. 1 3.3 Termination due c.Termination Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such period of time ending on the earlier of of: (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due d.Termination Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of of: (a) Page 2 the date 12 months following the Participant's death termination of Continuous Service or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements.View More
Termination of Continuous Service. 3.1 Termination for Reasons Other Than Cause, Death, Disability. If the Participant's Continuous Service is terminated for any reason other than Cause, death or Disability, the Participant may exercise the vested portion of the Option, but only within such the period of time ending on the earlier of of: (a) the date three months following the termination of the Participant's Continuous Service or (b) the Expiration Date. 3.2 Termination for Cause. If the Participant's Continuous Service is termi...nated for Cause, the Option (whether vested or unvested) shall will immediately terminate and cease to be exercisable. 1 3.3 Termination due Due to Disability. If the Participant's Continuous Service terminates as a result of the Participant's Disability, the Participant may exercise the vested portion of the Option, but only within such the period of time ending on the earlier of of: (a) the date 12 months following the Participant's termination of Continuous Service or (b) the Expiration Date. 3.4 Termination due Due to Death. If the Participant's Continuous Service terminates as a result of the Participant's death, or the Participant dies within a period following termination of the Participant's Continuous Service during which the vested portion of the Option remains exercisable, the vested portion of the Option may be exercised by the Participant's estate, by a person who acquired the right to exercise the Option by bequest or inheritance inheritance, or by the person designated to exercise the Option upon the Participant's death, but only within the time period ending on the earlier of of: (a) the date 12 months following the Participant's death termination of Continuous Service or (b) the Expiration Date. 3.5 Extension of Termination Date. If following the Participant's termination of Continuous Service for any reason the exercise of the Option is prohibited because the exercise of the Option would violate the registration requirements under the Securities Act or any other state or federal securities law or the rules of any securities exchange or interdealer quotation system, then the expiration of the Option shall be tolled until the date that is thirty (30) days after the end of the period during which the exercise of the Option would be in violation of such registration or other securities requirements.View More
