THE
OFFERING PERIOD AND SHALL (UNLESS SOONER TERMINATED BY THE PARTICIPANT) CONTINUE
THROUGH THE PAY DAY ENDING WITH OR IMMEDIATELY PRIOR TO THE LAST DAY OF THAT
OFFERING PERIOD.
THE AMOUNTS SO COLLECTED SHALL BE CREDITED TO A BOOK ACCOUNT
ESTABLISHED ON THE COMPANY'S RECORDS FOR THE PARTICIPANT.
NO INTEREST SHALL
ACCRUE ON THE BALANCE FROM TIME TO TIME OUTSTANDING IN SUCH ACCOUNT.
THE
AMOUNTS COLLECTED FROM THE PARTICIPANT SHALL NOT BE REQUIRED TO BE HELD IN ANY
SEGREGATED ACCOUNT OR TRUST FUND AND MAY BE COMMINGLED WITH THE GENERAL ASSETS
OF THE COMPANY AND USED FOR GENERAL CORPORATE PURPOSES.
(C)
CESSATION OF PAYROLL DEDUCTIONS.
PAYROLL DEDUCTIONS SHALL AUTOMATICALLY
CEASE UPON THE TERMINATION OF THE PARTICIPANT'S PURCHASE RIGHT IN ACCORDANCE
WITH THE PLAN.
(D)
OTHER FORMS OF CONTRIBUTIONS.
THE PLAN ADMINISTRATOR MAY ALLOW
CONTRIBUTIONS TO BE MADE UNDER THE PLAN IN A FORM OTHER THAN PAYROLL DEDUCTIONS,
CONSISTENT WITH CODE SECTION 423, IN WHICH CASE REFERENCES IN THE PLAN TO
PAYROLL DEDUCTIONS SHALL INCLUDE SUCH OTHER CONTRIBUTIONS.
8.
PURCHASE RIGHTS
(A)
GRANT OF PURCHASE RIGHTS.
A PARTICIPANT SHALL BE GRANTED A SEPARATE
PURCHASE RIGHT FOR EACH OFFERING PERIOD IN WHICH HE OR SHE IS ENROLLED UNDER THE
PLAN.
THE PURCHASE RIGHT SHALL BE GRANTED ON THE START DATE OF THE OFFERING
PERIOD AND SHALL PROVIDE THE PARTICIPANT WITH THE RIGHT TO PURCHASE SHARES OF
COMMON STOCK UPON THE TERMS SET FORTH BELOW.
THE PARTICIPANT SHALL EXECUTE A
STOCK PURCHASE AGREEMENT EMBODYING SUCH TERMS AND SUCH OTHER PROVISIONS (NOT
INCONSISTENT WITH THE PLAN) AS THE PLAN ADMINISTRATOR MAY DEEM ADVISABLE.
(B)
EXERCISE OF THE PURCHASE RIGHT.
EACH PURCHASE RIGHT SHALL BE
AUTOMATICALLY EXERCISED ON THE PURCHASE DATE FOR THE OFFERING PERIOD, AND SHARES
OF COMMON STOCK SHALL ACCORDINGLY BE PURCHASED ON BEHALF OF EACH PARTICIPANT ON
THE PURCHASE DATE.
THE PURCHASE SHALL BE EFFECTED BY APPLYING THE PARTICIPANT'S
PAYROLL DEDUCTIONS FOR THE OFFERING PERIOD TO THE PURCHASE OF SHARES OF COMMON
STOCK AT THE PURCHASE PRICE IN EFFECT FOR THE PARTICIPANT FOR THAT PURCHASE
DATE.
(C)
PURCHASE PRICE. UNLESS THE PLAN ADMINISTRATOR DETERMINES OTHERWISE PRIOR
TO THE BEGINNING OF THE OFFERING PERIOD, THE PURCHASE PRICE PER SHARE AT WHICH
COMMON STOCK WILL BE PURCHASED ON THE PARTICIPANT'S BEHALF ON EACH PURCHASE DATE
SHALL BE EQUAL TO 95% OF THE FAIR
5
MARKET VALUE PER SHARE OF COMMON STOCK ON THE PURCHASE DATE.
THE PLAN
ADMINISTRATOR MAY CHANGE THE PURCHASE PRICE FORMULA PRIOR TO THE BEGINNING OF AN
OFFERING PERIOD, PROVIDED THAT THE PURCHASE PRICE MAY NOT BE LESS THAN THE
MINIMUM PRICE ALLOWABLE UNDER CODE SECTION 423.
(D)
NUMBER OF PURCHASABLE SHARES.
THE NUMBER OF SHARES OF COMMON STOCK
PURCHASABLE BY A PARTICIPANT ON EACH PURCHASE DATE SHALL BE THE NUMBER OF SHARES
OBTAINED BY DIVIDING THE AMOUNT COLLECTED FROM THE PARTICIPANT THROUGH PAYROLL
DEDUCTIONS OR LUMP SUM CONTRIBUTIONS BY CHECK, AS APPLICABLE, DURING THE
OFFERING PERIOD BY THE PURCHASE PRICE IN EFFECT FOR THE PARTICIPANT FOR THAT
PURCHASE DATE.
HOWEVER, UNLESS THE PLAN ADMINISTRATOR DETERMINES OTHERWISE
BEFORE THE OFFERING