Approving Authority

Approving Authority. (a) an authorized representative of Sybase's Human Resources Department as designated by the Vice President of Human Resources, and (b)(1) both the individual to whom a Member reports and the Vice President in charge of his or her department; or (2) the officer to whom the Member reports, in the case of a Vice President or other more senior officer; or (3) the Board of Directors of Sybase, in the case of the Chairman or Chief Executive Officer of Sybase.