Common use of Underwritten Public Offering Clause in Contracts

Underwritten Public Offering. Notwithstanding paragraph 2 above, in the event of an underwritten public offering of Common Stock of the Company or by an Affiliate of the Company on or after January 1, 1997, Optionee shall become 50% vested in the nonvested portion of the Option awarded to such Optionee, determined as of the date of the underwritten public offering. In such event, the remaining nonvested portion of the Option awarded to Optionee, after application of the subparagraph (b), shall thereafter become vested as follows: (i) If the underwritten public offering occurs prior to the first anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- ----------------- First Anniversary 33% Second Anniversary 66% Third Anniversary 100% (ii) If the underwritten public offering occurs after the first anniversary but prior to the second anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- ----------------- Second Anniversary 50% Third Anniversary 100% (iii) If the underwritten public offering occurs after the second anniversary but prior to the third anniversary of the date the Option is granted, then:

Underwritten Public Offering. Notwithstanding paragraph 2 above, in the event of an underwritten public offering of Common Stock of the Company or by an Affiliate of the Company on or after January 1, 1997, Optionee shall become 50% vested in the nonvested portion of the Option awarded to such Optionee, determined as of the date of the underwritten public offering. In such event, the remaining nonvested portion of the Option awarded to Optionee, after application of the subparagraph (b), shall thereafter become vested as follows: (i) If the underwritten public offering occurs prior to the first anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- ----------------- First Anniversary 33% Second Anniversary 66% Third Anniversary 100% (ii) If the underwritten public offering occurs after the first anniversary but prior to the second anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- ----------------- Second Anniversary 50% Third Anniversary 100% (iii) If the underwritten public offering occurs after the second anniversary but prior to the third anniversary of the date the Option is granted, then:: Anniversary of Date Option Granted Percentage Vested ------------------- ----------------- Third Anniversary 100%

Underwritten Public Offering. Notwithstanding paragraph 2 above, in the event of an underwritten public offering of Common Stock of the Company or by an Affiliate of the Company on or after January 1, 1997, Optionee shall become 50% vested in the nonvested portion of the Option awarded to such Optionee, determined as of the date of the underwritten public offering. In such event, the remaining nonvested portion of the Option awarded to Optionee, after application of the subparagraph (b), shall thereafter become vested as follows: (i) If the underwritten public offering occurs prior to the first anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- -------------------- ----------------- First Anniversary 33% Second Anniversary 66% Third Anniversary 100% (ii) If the underwritten public offering occurs after the first anniversary but prior to the second anniversary of the date the Option is granted, then: Anniversary of Date Option Granted Percentage Vested ------------------- -------------------- ----------------- Second Anniversary 50% Third Anniversary 100% (iii) If the underwritten public offering occurs after the second anniversary but prior to the third anniversary of the date the Option is granted, then: