Common use of Special Acceleration of Option Clause in Contracts

Special Acceleration of Option. (a) In the event of a Change in Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall NOT become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise exercise/vesting schedule for those Option Shares set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of an actual Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to continue in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive retention program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise schedule (or more favorable) Exercise Schedule for those Option Shares as set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise exercise/vesting schedule for those Option Shares set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise schedule Exercise Schedule for those Option Shares as set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No Subject to paragraph 7 hereof, no such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control transaction but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this option, however, shall occur an accelerated basis if and to the extent: (i) this option is, in connection with the Change in Control, to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or otherwise continued in full force and effect pursuant to the terms of the Change in Control or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.such

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise schedule Exercise Schedule for those Option Shares as set forth in the Grant Notice., but only if such replacement cash program would not result in the treatment of the option as an item of deferred compensation subject to Code Section 409A.

Special Acceleration of Option. (a) In the event of a Change in Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common StockOrdinary Shares. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of an actual Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive retention program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise schedule (or more favorable) Exercise Schedule for those Option Shares as set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in of Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in of Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in of Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in of Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in of Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this This option, to the extent outstanding at that the time of a Change in Control but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the such Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-fully vested shares of Common Stock. No However, this option shall not become exercisable on such acceleration of this optionan accelerated basis, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, is to be assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) or is otherwise to be continued in full force and effect pursuant to the terms of the Change in Control transaction or (ii) this option is to be replaced with a cash incentive retention program of the successor corporation which preserves the spread existing at the time of the Change in Control on the any Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out payout of that spread in accordance with the same option exercise schedule Exercise Schedule for those Option Shares as set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in ControlCorporate Transaction, this option, to the extent outstanding at that time time, but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in ControlCorporate Transaction, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in ControlCorporate Transaction, assumed or otherwise continued in full force and or effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control Corporate Transaction or (ii) this option is to be replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control Corporate Transaction on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.

Special Acceleration of Option. (a) In the event of a Change in Control, this option, to the extent outstanding at that time but not otherwise fully exercisable, shall automatically accelerate so that this option shall, immediately prior to the effective date of the Change in Control, become exercisable for all of the Option Shares at the time subject to this option and may be exercised for any or all of those Option Shares as fully-vested shares of Common Stock. No such acceleration of this option, however, shall occur if and to the extent: (i) this option is, in connection with the Change in Control, assumed or otherwise continued in full force and effect by the successor corporation (or parent thereof) pursuant to the terms of the Change in Control or (ii) this option is replaced with a cash incentive program of the successor corporation which preserves the spread existing at the time of the Change in Control on the Option Shares for which this option is not otherwise at that time exercisable (the excess of the Fair Market Value of those Option Shares over the aggregate Exercise Price payable for such shares) and provides for subsequent pay-out in accordance with the same option exercise schedule set forth in the Grant Notice.for