Delivery of Shares. As promptly as practicable after each Exercise Date on which a purchase of shares occurs, the Company
shall issue shares to each Participant by book entry on the Company’s transfer agent and registrar’s books of account
in an account. A physical share certificate shall not be issued or delivered unless specifically requested by the Participant.
Withdrawal. A Participant may withdraw all but not less than all the payroll deductions credited to his or her account
and not yet used to exercise his or her option under the Plan at any time through such procedures as may be provided by the Company
from time to time. All of the Participant’s payroll deductions credited to his or her account shall be paid to such Participant
promptly after withdrawal and such participant’s option for the Offering Period shall be automatically terminated, and no
further payroll deductions for the purchase of shares shall be made for such Offering Period. If a Participant withdraws from
an Offering Period, payroll deductions shall not resume at the beginning of the succeeding Offering Period unless the Participant
elects to enroll in accordance with the enrollment procedures as may be provided by the Company from time to time.
A Participant’s withdrawal from an Offering Period shall not have any effect upon his or her eligibility to participate
in any similar plan which may hereafter be adopted by the Company or in succeeding Offering Periods which commence after the termination
of the Offering Period from which the Participant withdraws.
Notwithstanding the foregoing a Participant shall withdraw from an Offering Period if he or she makes a hardship withdrawal from
a Company 401(k) Plan if such 401(k) Plan so provides. Such Participant shall thereafter be suspended from participating in this
Plan in accordance with the terms of such 401(k) Plan.
Termination of Employment. Upon a Participant’s ceasing to be an Employee, for any reason, he or she shall be deemed
to have elected to withdraw from the Plan and the payroll deductions credited to such Participant’s account during the Offering
Period but not yet used to exercise the option shall be returned to such Participant or, in the case of his or her death, to the
person or persons entitled thereto under Section 15 hereof, and such Participant’s option shall be automatically terminated.
Therefore, a Participant who ceases to be an Employee on any day during an Offering Period, including the last day, shall not
be eligible to purchase shares during such Offering Period.
Interest. No interest shall accrue on the payroll deductions of a Participant in the Plan.
Subject to adjustment upon changes in capitalization of the Company as provided in Section 19 hereof, the maximum number of shares
of the Company’s Common Stock which shall be made available for sale under the Plan shall be seven hundred fifty thousand
The Participant shall have no interest or voting right in shares covered by his or her option until such option has been exercised.
Shares to be issued to a Participant under the Plan shall be registered in the name of the Participant or in the name of the Participant
and his or her spouse.