Common use of Limitation on Acceleration Clause in Contracts

Limitation on Acceleration. Notwithstanding anything else set -------------------------- forth in this Section 4, if it is reasonably determined by the Company's Board of Directors in good faith, upon consultation with Company management and the Company's independent auditors, that the acceleration of vesting of stock options or restricted stock or the acceleration and cash-out of affiliate options upon a Change in Control (to the extent that those Sections provide for acceleration or cash-out that would not otherwise occur under the terms of the instruments evidencing such options or restricted stock) would preclude accounting for any proposed business combination of the Company as a pooling of interests, and the Board of Directors otherwise desires to approve such a proposed business transaction which requires as a condition to the closing of such transaction that it be accounted for as a pooling of interests, then, solely to the extent necessary to permit such accounting, such acceleration or cash- out shall not occur. The previous sentence shall not limit any acceleration of vesting or cash-out of any option or restricted stock that would occur, in absence of this Employment Agreement, under the terms of the Option Agreement or Option Plan.

Limitation on Acceleration. Notwithstanding anything else -------------------------- set -------------------------- forth in this Section 4, if it is reasonably determined by the Company's Board of Directors in good faith, upon consultation with Company management and the Company's independent auditors, that the acceleration of vesting of stock options or restricted stock or the acceleration and cash-out of affiliate options upon a Change in Control (to the extent that those Sections provide for acceleration or cash-out that would not otherwise occur under the terms of the instruments evidencing such options or restricted stock) would preclude accounting for any proposed business combination of the Company as a pooling of interests, and the Board of Directors otherwise desires to approve such a proposed business transaction which requires as a condition to the closing of such transaction that it be accounted for as a pooling of interests, then, solely to the extent necessary to permit such accounting, such acceleration or cash- cash-out shall not occur. The previous sentence shall not limit any acceleration of vesting or cash-out of any option or restricted stock that would occur, in absence of this Employment Agreement, under the terms of the Option Agreement or Option Plan.

Limitation on Acceleration. Notwithstanding anything else set -------------------------- forth in this Section 4, if it is reasonably determined by the Company's Board of Directors in good faithfatih, upon consultation with Company management and the Company's independent auditors, that the acceleration of vesting of stock options or restricted stock or the acceleration and cash-out of affiliate options upon a Change in Control (to the extent that those Sections provide for acceleration or cash-out that would not otherwise occur under the terms of the instruments evidencing such options or restricted stock) would preclude accounting for any proposed business combination of the Company as a pooling of interests, and the Board of Directors otherwise desires to approve such a proposed business transaction which requires as a condition to the closing of such transaction that it be accounted for as a pooling of interests, then, solely to the extent necessary to permit such accounting, such acceleration or cash- out shall not occur. The previous sentence shall not limit any acceleration of vesting or cash-out of any option or restricted stock that would occur, in absence of this Employment Agreement, under the terms of the Option Agreement or Option Plan.

Limitation on Acceleration. Notwithstanding anything else -------------------------- set -------------------------- forth in this Section 4, if it is reasonably determined by the Company's Board of Directors in good faith, upon consultation with Company management and the Company's independent auditors, that the acceleration of vesting of stock options or restricted stock or the acceleration and cash-out of affiliate options upon a Change in Control (to the extent that those Sections provide for acceleration or cash-out that would not otherwise occur under the terms of the instruments evidencing such options or restricted stock) would preclude accounting for any proposed business combination of the Company as a pooling of interests, and the Board of Directors otherwise desires to approve such a proposed business transaction which requires as a condition to the closing of such transaction that it be accounted for as a pooling of interests, then, solely to the extent necessary to permit such accounting, such acceleration or cash- cash-out shall not occur. The previous sentence shall not limit any acceleration of vesting or cash-out of any option or restricted stock that would occur, in absence of this Employment Agreement, under the terms of the Option Agreement Agreements or Option Plan.