Exchange Program

Exchange Program. Means a program under which (i) outstanding Awards are surrendered or cancelled in exchange for Awards of the same type (which may have higher or lower exercise prices and different terms), Awards of a different type, and/or cash, (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or entity selected by the Administrator, and/or (iii) the exercise price of an outstanding Award is reduced. The Administrator will determine the... terms and conditions of any Exchange Program in its sole discretion. View More

Exchange Program. Means a program under which (i) outstanding Options are surrendered or cancelled in exchange for Options of the same type (which may have lower exercise prices and different terms), Options of a different type, and/or cash, and/or (ii) the exercise price of an outstanding Option is reduced. The terms and conditions of any Exchange Program shall be determined by the Administrator in its sole discretion.

Exchange Program. Means a program established by the Committee under which outstanding Awards are amended to provide for a lower Exercise Price or surrendered or cancelled in exchange for (i) Awards with a lower exercise price, (ii) a different type of Award or awards under a different equity incentive plan, (iii) cash, or (iv) a combination of (i), (ii) and/or (iii). Notwithstanding the preceding, the term Exchange Program does not include any (i) action described in Section 13 or any action taken in connection... with a change in control transaction nor (ii) transfer or other disposition permitted under Section 12. For the purpose of clarity, each of the actions described in the prior sentence, none of which constitute an Exchange Program, may be undertaken (or authorized) by the Committee in its sole discretion without approval by the Company's stockholders. View More

Exchange Program. A program under which (i) outstanding Options or SARs are surrendered or cancelled in exchange for Options or SARs of the same type (which may have lower or higher exercise prices and different terms), Awards of a different type and/or cash, or (ii) the exercise price of an outstanding Option or SAR is reduced

Exchange Program. Means a program under which (i) the exercise price of an outstanding Option is immediately reduced (and the Option otherwise is unchanged) or (ii) an Option is canceled in exchange for a new Option with the same terms except that the new Option is granted at a lower exercise price. No action described in Section 13 shall be considered part of an Exchange Program.

Exchange Program. Means a program under which (i) outstanding Options, Stock Purchase Rights and/or Restricted Stock are surrendered or cancelled in exchange for awards -2- of the same type (which may have lower exercise prices), awards of a different type, and/or cash, and/or (ii) the exercise price of an outstanding award is reduced. The terms and conditions of any Exchange Program shall be determined by the Administrator in its sole discretion.

Exchange Program. A program subject to stockholder approval as set forth in Section 4(b)(vi) under which (i) outstanding Awards are surrendered or cancelled in exchange for awards of the same type (which may have higher or lower exercise prices and different terms), awards of a different type, and/or cash, (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or Entity selected by the Administrator, and/or (iii) the exercise price of an... outstanding Award is increased or reduced. The Administrator will determine the terms and conditions of any Exchange Program in its sole discretion. 3 View More

Exchange Program. A program under which (i) outstanding Awards are surrendered or cancelled in exchange for awards of the same type (which may have higher or lower exercise or purchase prices and different terms), awards of a different type, and/or cash, (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or entity selected by the Administrator, and/or (iii) the purchase price of an outstanding Award (or of the Shares issuable thereunder) is... reduced or increased. The Administrator will determine the terms and conditions of any Exchange Program in its sole discretion. View More

Exchange Program. Means a program under which (i) outstanding Awards are surrendered or cancelled in exchange for Awards of the same type (which may have higher or lower exercise prices and different terms), for Awards of a different type, and/or for cash; (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or entity that the Administrator selects; and/or (iii) the exercise price that is applicable to an outstanding Award is reduced, in each... case as the Administrator establishes, administers, determines, and defines in the Administrator's sole discretion. View More

Exchange Program. A program under which (i) outstanding Awards are surrendered or cancelled in exchange for Awards of the same type (which may have lower exercise prices and different terms), Awards of a different type, and/or cash, (ii) Participants would have the opportunity to transfer any outstanding Awards to a financial institution or other person or entity selected by the Administrator, and/or (iii) the exercise price of an outstanding Award is reduced. The Administrator will determine the terms and... conditions of any Exchange Program in its sole discretion. Notwithstanding the previous sentence, the Administrator may not institute an Exchange Program without stockholder approval. View More