Window Periods. Prior to any registration of the Voting Common Stock under the Securities Act, the Company shall publicly release (through the Company’s website or otherwise) the information disclosed to Stockholders pursuant to Section 3.1 for a period of not less than twenty (20) consecutive days commencing one day after quarterly information is publicly released (each, a “window period”), once per quarter; provided, that the Company shall not be required to disclose such information or open such window period if the Company determines in its sole discretion that disclosure of material nonpublic information pursuant to this Section 3.3 would interfere with any financing, acquisition, corporate reorganization, strategic or other similar transaction involving the Company or any Subsidiary or that such disclosure of non-public information is inadvisable at such time (each, a “blackout period”); provided, further, that the Company may not exercise such right to effect a blackout period for more than two consecutive quarterly periods.

Window Periods. (a) No Registrable Securities may be sold pursuant to the Registration Statement at any time other than during a Window Period. To sell Registrable Securities during a particular Window Period, the Holder must notify the Company in writing at least 15 days prior to the commencement of such Window Period of its intention to sell Registrable Securities, and specify the number of Registrable Securities it desires to sell during such Window Period. If the Holders collectively notify the Company of their intention to sell Shares, other than through Company approved block trades that are completed during the Window Period (“Approved Block Trades”), in aggregate amounts that exceed 30% of the average weekly reported volume of trading of the Shares on the Nasdaq National Market during the four full calendar weeks preceding the Window Period (the “Maximum Amount”), each such holder will only be permitted to sell during such Window Period, other than through Approved Block Trades, that number of Shares equal to the number of Shares requested to be sold during such Window Period multiplied by a fraction, the numerator of which is the Maximum Amount, and the denominator of which is the total number of Shares requested to be sold during the Window Period by all Holders other than through Approved Block Trades.

Window Periods. Biomune shall use its best efforts to keep effective the Registration Statement during Window Periods (subject to the right of Biomune to suspend use of a prospectus pursuant to this Agreement). Notwithstanding any other provision of this Agreement to the contrary, Biomune shall not be required to keep the Registration Statement effective at any times other than during Window Periods. Unless otherwise specified by Biomune by written notice to Seller, Window Periods shall include the period commencing at the opening of trading on the first day of the third month of each fiscal quarter of Biomune and expiring at the close of trading on the second full trading day following release of Biomune financial results for such fiscal quarter (or, in the case of the fourth quarter of each year, for the fiscal year). If a Window Period shall commence or shall expire or terminate on any other date, Biomune shall provide advance written notice of such commencement and prompt written notice of such expiration or termination. Biomune shall have the affirmative right to suspend the effectiveness of any Registration Statement filed by Biomune pursuant to this Agreement at any time and from time to time during a Window Period, for the whole of such Window Period or any portion thereof.

Window Periods. Notwithstanding anything in these -------------- Provisions to the contrary, any termination by Executive for any reason during the thirty (30) day period immediately following a Change in Control of the Company (the "First Window Period") shall be deemed a termination for Good Reason for all purposes of these Provisions. In addition, any termination by him for any reason during the thirty (30) day period immediately following the first anniversary date of a Change in Control of the Company (the "Second Window Period") shall be deemed a termination for Good Reason for all purposes of these Provisions, except all benefits paid hereunder shall be reduced by twelve (12) months.

Window Periods. For pre-2007 hires, window periods for retirement at age 55 with 10 years of service will be allowed the months of May/June and November/December each year of the contract. The last day worked must be within the window period. 2010, 2011: For pre-2007 hires, window periods for May/June and November/December to allow for retirement at any age with 25 years of service. The last day worked must be within the window period.

Window Periods. 1. Starting May 1, hardship applicants shall be given priority consideration to fill vacancies.

Related to Window Periods

Termination of Consulting Period Notwithstanding any other provision hereof, the Consulting Period and Consultant’s services as a consultant hereunder shall terminate, and, except as otherwise specifically provided herein, this Agreement shall terminate:
Post-Termination Exercise Period Subject to the expiration dates and other terms of the applicable stock option agreements, the Participant may elect to have the right to exercise any outstanding incentive stock options and nonqualified stock options granted prior to the Termination Date to the Participant under the Company's 1984 Long-Term Executive Compensation Plan, its 1993 Long-Term Executive Compensation Plan, or any successor plan to its 1993 Long-Term Executive Compensation Plan that are vested as of the Termination Date (or, if later, the Release Date), whether due to the operation of Section 6(a), above, or otherwise, at any time during the Severance Period and, except in the event that the Severance Period terminates pursuant to Section 8(a), for a period up to 3 months after the end of the Severance Period (notwithstanding Section 8). Any such election shall apply to all outstanding incentive stock options and nonqualified stock options, will be irrevocable and must be made in writing and delivered to the Plan Administrator on or before the later of the Termination Date or Release Date. If the Participant fails to make an election, the Participant's right to exercise such options will expire 3 months after the Termination Date.
Termination Period This Option shall be exercisable for three (3) months after Participant ceases to be a Service Provider, unless such termination is due to Participant’s death or Disability, in which case this Option shall be exercisable for twelve (12) months after Participant ceases to be a Service Provider. Notwithstanding the foregoing sentence, in no event may this Option be exercised after the Term/Expiration Date as provided above and this Option may be subject to earlier termination as provided in Section 13 of the Plan.
Termination as a Result of Death or Disability The Executive’s employment with the Company shall terminate automatically upon the Executive’s death during the Employment Term. If the Disability of the Executive has occurred during the Employment Term (pursuant to the definition of “Disability” set forth below), the Company may give to the Executive written notice of its intention to terminate the Executive’s employment. In such event, the Executive’s employment with the Company shall terminate effective on the 30th day after receipt of such notice by the Company (the “Disability Effective Date”), provided that, within the 30 days after receipt of notice, the Executive shall not have returned to substantial performance of the Executive’s duties. For purposes of this Agreement, “Disability” shall mean the absence of the Executive from the Executive’s duties with the Company for 120 consecutive days, or a total of 180 days in any 12-month period, as a result of incapacity due to mental or physical illness which is determined to be total and permanent by a physician jointly selected by the Company and the Executive or the Executive’s legal representative, or, if the parties cannot agree on the selection of such physician then each shall choose a physician and the two physicians shall jointly select a physician to make such binding determination.
Effective Period Termination This Agreement shall become effective as of the date of its execution and shall continue in full force and effect until terminated as hereinafter provided. This Agreement may be terminated by each Investment Company, on behalf of a Fund, or by the Custodian by 90 days notice in Writing to the other provided that any termination by an Investment Company shall be authorized by a resolution of the Board, a certified copy of which shall accompany such notice of termination, and provided further, that such resolution shall specify the names of the persons to whom the Custodian shall deliver the assets of the affected Funds held by the Custodian. If notice of termination is given by the Custodian, the affected Investment Companies shall, within 90 days following the giving of such notice, deliver to the Custodian a certified copy of a resolution of the Boards specifying the names of the persons to whom the Custodian shall deliver assets of the affected Funds held by the Custodian. In either case the Custodian will deliver such assets to the persons so specified, after deducting therefrom any amounts which the Custodian determines to be owed to it hereunder (including all costs and expenses of delivery or transfer of Fund assets to the persons so specified). If within 90 days following the giving of a notice of termination by the Custodian, the Custodian does not receive from the affected Investment Companies certified copies of resolutions of the Boards specifying the names of the persons to whom the Custodian shall deliver the assets of the Funds held by the Custodian, the Custodian, at its election, may deliver such assets to a bank or trust company doing business in the State of California to be held and disposed of pursuant to the provisions of this Agreement or may continue to hold such assets until a certified copy of one or more resolutions as aforesaid is delivered to the Custodian. The obligations of the parties hereto regarding the use of reasonable care, indemnities and payment of fees and expenses shall survive the termination of this Agreement.
Expiration of Employment Period If Executive’s employment shall be terminated due to the normal expiration of the Employment Period, this Agreement shall terminate without further obligations to Executive, other than for payment of Accrued Obligations and the timely payment or provision of Other Benefits.
Expiration of the Employment Period If Executive’s employment terminates by reason of the expiration of the Employment Period pursuant to Section 1 as a result of the Company’s or Executive’s non-extension, then the Company will provide Executive with the Accrued Obligations. Thereafter, the Company Group shall have no further obligation to Executive or Executive’s legal representatives.
Exercise Period Upon Death or Disability If the Participant dies or becomes disabled (within the meaning of Section 22(e)(3) of the Code) prior to the Final Exercise Date while he or she is an Eligible Participant and the Company has not terminated such relationship for “cause” as specified in paragraph (e) below, this option shall be exercisable, within the period of one year following the date of death or disability of the Participant, by the Participant (or in the case of death by an authorized transferee), provided that this option shall be exercisable only to the extent that this option was exercisable by the Participant on the date of his or her death or disability, and further provided that this option shall not be exercisable after the Final Exercise Date.
Post-Termination Period Because of the difficulty of establishing when any idea, process or invention is first conceived or developed by the Employee, or whether it results from access to Confidential Information or the Company’s equipment, facilities, and data, the Employee agrees that any idea, invention, research, plan for products or services, marketing plan, computer software (including, without limitation, source code), computer program, original work of authorship, character, know-how, trade secret, information, data, developments, discoveries, technology, algorithm, design, patent or copyright, or any improvement, rights, or claims relating to the foregoing, shall be presumed to be an Invention if it is conceived, developed, used, sold, exploited or reduced to practice by the Employee or with the aid of the Employee within one (1) year after termination of employment. The Employee can rebut the above presumption if he proves the idea, process or invention (i) was first conceived or developed after termination of employment, (ii) was conceived or developed entirely on the Employee’s own time without using the Company’s equipment, supplies, facilities, personnel or Confidential Information, and (iii) did not result from or is not derived directly or indirectly, from any work performed by the Employee for the Company or from work performed by another employee of the Company to which the Employee had access.

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