Common use of Unvested Clause in Contracts

Unvested. SHARES shall have the meaning assigned to such term in --------------- Paragraph D.1. ADDENDUM TO STOCK ISSUANCE AGREEMENT The following provisions are hereby incorporated into, and are hereby made a part of, that certain Stock Issuance Agreement dated , 199 (the "Issuance Agreement") by and between Prime Response Group, Inc. (the "Corporation") and ("Participant") evidencing the shares of Common Stock purchased on such date by Participant pursuant to the shares granted to him or her under the Corporation's 1998 Stock Option/Stock Issuance Plan, and such provisions shall be effective immediately. All capitalized terms in this Addendum, to the extent not otherwise defined herein, shall have the meanings assigned to such terms in the Issuance Agreement.

Unvested. SHARES shall have the meaning assigned to such term in --------------- Paragraph D.1. ADDENDUM TO STOCK ISSUANCE PURCHASE AGREEMENT The following provisions are hereby incorporated into, and are hereby made a part of, that certain Stock Issuance Purchase Agreement dated , 199 dated_________________ (the "Issuance Purchase Agreement") by and between Prime Response Group, Inc. (the "Corporation") and ___________________________ ("ParticipantOptionee") evidencing the shares of Common Stock purchased on such date by Participant Optionee pursuant to the shares option granted to him or her under the Corporation's 1998 Stock Option/Stock Issuance Plan, and such provisions shall be effective immediately. All capitalized terms in this Addendum, to the extent not otherwise defined herein, shall have the meanings assigned to such terms in the Issuance Purchase Agreement.. INVOLUNTARY TERMINATION FOLLOWING CORPORATE TRANSACTION