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Outstanding Equity Awards.ÌýAny and all outstanding unvested equity awards held by the Executive as of the Date of Termination shall automatically vest and be deemed exercisable and/or vested, as the case may be. Notwithstanding the foregoing, any performance-based equity awards held by the Executive as of the Date of Termination shall vest and be exercisable and/or paid to the Executive as and to the extent provided in the applicable award agreement or plan document. For the avoidance of doubt, this Agreement shall be deemed to be an â€�Employment Agreementâ€� as defined under the Company’s equity incentive plan(s) and the applicable award agreements thereunder.

Outstanding Equity Awards.ÌýAny and all Company stock options, restricted stock, restricted stock units or other Company equity awards previously granted to you will continue to be governed by the terms of the applicable equity plan, forms of award agreements and grant notices for such equity awards. For purposes of this Agreement, “equity awardsâ€� shall mean all stock options, restricted stock, restricted stock units, and any other Company equity awards.

Outstanding Equity Awards.ÌýAny and all outstanding unvested equity awards, such as restricted stock, restricted stock units, stock options, stock appreciation rights, held by you as of the date of a Change in Control shall automatically vest, be deemed exercisable, be deemed non-forfeitable (to the extent not previously vested and non-forfeitable) and all restrictions on such awards shall automatically lapse. This Agreement shall be deemed to be an â€�employment agreementâ€� within the meaning of the Company’s equity incentive plan(s) and the applicable award agreements thereunder, but only with respect to an award granted on or after the date of this Agreement.

Outstanding Equity Awards.ÌýYour Corporation equity awards will be converted into equity awards of the Surviving Corporation as set forth in Section 1.8 of the Merger Agreement. Upon (1) early termination of service by the Corporation without Cause (as defined in your Employment Agreement) or due to death or disability (as determined in your Employment Agreement) or (2) a resignation by you for Good Reason (as defined in your Employment Agreement, but subject to the section entitled â€�Waiver of Good Reasonâ€� below), any of your unvested equity awards of the Corporation that were outstanding on the Closing Date will accelerate and vest in full.

Outstanding Equity Awards.ÌýIn the event of a Change in Control, ·¡³æ±ð³¦³Ü³Ù¾±±¹±ð’s outstanding stock options, restricted stock units, performance stock units or other equity awards shall be earned and/or vested in accordance with the terms and conditions of the applicable equity-based compensation plan/award agreement, as may be amended from time to time.

Outstanding Equity Awards.ÌýAll stock options issued to Executive and all restricted stock granted to Executive shall continue on their vesting schedule. Upon vesting of such stock options or restricted stock, Company agrees to execute all documents and provide all legal opinions to the estate of the Executive as requested by the authorized representative in order for the estate of the Executive to sell, register, collateralize, or transfer such stock. c. Section 4(c) of the Agreement is hereby amended solely with respect to ·¡³æ±ð³¦³Ü³Ù¾±±¹±ð’s termination as a result of disability as follows:

Outstanding Equity Awards.ÌýAs of the Effective Date, Executive holds 984,400 shares of Company common stock, a portion of which remains subject to vesting and a right of repurchase at the original purchase price in favor of the Company. These shares are subject to the Company’s 2013 Equity Incentive Plan and an option agreement entered into with the Company.

Outstanding Equity Awards.ÌýFor the avoidance of doubt, the outstanding equity awards held by the Executive as of the Transition Date shall continue to vest in accordance with their respective terms during the Transition Period.

Outstanding Equity Awards.Ìý(a) At the Acceptance Time, each option to purchase Shares granted under any Company Plan, whether vested or unvested, that is outstanding as of immediately prior to the Acceptance Time (each, a “Company Optionâ€�) shall be cancelled and extinguished without any further action on the part of Buyer, the Company, or any holder of a Company Option or any other Person. To the extent that a Company Option is vested as of the Acceptance Time (as determined in accordance with the terms of the Company Equity Plan and agreement evidencing such awards as in effect on the date of this Agreement, including, without limitation, any vesting acceleration provisions) and has an exercise price per Share that is less than the Offer Consideration, at the Acceptance Time, such vested Company Option shall be converted into the right to receive a cash payment from Parent at the Acceptance Time (less applicable withholdings) equal to the product of (i) the excess, if any, of the Offer Consideration over the applicable per Share exercise price of such Company Option multiplied by (ii) the number of vested Shares subject to such Company Option. No interest shall be paid or accrued on any cash payable pursuant to this Section 2.03(a) with respect to any vested Company Option (or, as described below, with respect to any Company Option with vesting acceleration which is triggered following the Acceptance Time). A Company Option which is unvested as of the Acceptance Time or has an exercise price per Share that is equal to or greater than the Offer Consideration shall be cancelled without any cash or other consideration being paid or provided therefor; provided, however, that if, as of the date of this Agreement, a Company Option set forth on Section 2.03(a) of the Company Disclosure Schedule contains a â€�double triggerâ€� vesting acceleration provision that can be triggered following the Acceptance Time upon a qualifying event or termination of employment, then upon the satisfaction of all of the conditions otherwise necessary for such vesting acceleration in accordance with the existing rights of such holder of such Company Option, Parent shall, within thirty (30) days after the date of the qualifying event or termination triggering the vesting acceleration, provide the holder of such Company Option with a payment (less applicable withholdings) equal to the product of (i) the excess, if any, of the Offer Consideration over the applicable per Share exercise price of such Company Option mu...