BECAUSE THEY ARE NOT SUFFICIENT TO PURCHASE A WHOLE SHARE OF COMMON STOCK
OR BECAUSE OF THE LIMITATION ON THE MAXIMUM NUMBER OF SHARES PURCHASABLE PER
PARTICIPANT OR IN TOTAL BY ALL PARTICIPANTS ON THE PURCHASE DATE SHALL BE
PROMPTLY REFUNDED.
3
F.
SUSPENSION OF PAYROLL DEDUCTIONS.
IN THE EVENT THAT A
PARTICIPANT IS, BY REASON OF THE ACCRUAL LIMITATIONS IN ARTICLE VIII, PRECLUDED
FROM PURCHASING ADDITIONAL SHARES OF COMMON STOCK ON ONE OR MORE PURCHASE DATES
DURING THE OFFERING PERIOD IN WHICH HE OR SHE IS ENROLLED, THEN NO FURTHER
PAYROLL DEDUCTIONS SHALL BE COLLECTED FROM SUCH PARTICIPANT WITH RESPECT TO
THOSE PURCHASE DATES EXCEPT AS DESCRIBED IN ARTICLE VIII, SECTION C.
THE
SUSPENSION OF SUCH DEDUCTIONS SHALL NOT TERMINATE THE PARTICIPANT'S PURCHASE
RIGHT FOR THE OFFERING PERIOD IN WHICH HE OR SHE IS ENROLLED, AND PAYROLL
DEDUCTIONS SHALL AUTOMATICALLY RESUME ON BEHALF OF SUCH PARTICIPANT ONCE HE OR
SHE IS AGAIN ABLE TO PURCHASE SHARES DURING THAT OFFERING PERIOD IN COMPLIANCE
WITH THE ACCRUAL LIMITATIONS OF ARTICLE VIII.
G.
WITHDRAWAL FROM OFFERING PERIOD.
THE FOLLOWING PROVISIONS SHALL
GOVERN THE PARTICIPANT'S WITHDRAWAL FROM AN OFFERING PERIOD:
(I)
A PARTICIPANT MAY PROSPECTIVELY WITHDRAW FROM THE OFFERING PERIOD
IN WHICH HE OR SHE IS ENROLLED AT ANY TIME PRIOR TO THE NEXT SCHEDULED PURCHASE
DATE BY FILING THE APPROPRIATE FORM WITH THE PLAN ADMINISTRATOR (OR ITS
DESIGNATE), AND NO FURTHER PAYROLL DEDUCTIONS SHALL BE COLLECTED FROM THE
PARTICIPANT WITH RESPECT TO THAT OFFERING PERIOD.
ANY PAYROLL DEDUCTIONS
COLLECTED DURING THE OFFERING PERIOD IN WHICH SUCH WITHDRAWAL OCCURS SHALL BE
HELD FOR THE PURCHASE OF SHARES ON THE PURCHASE DATE FOR THAT OFFERING PERIOD.
(II)
THE PARTICIPANT'S WITHDRAWAL FROM A PARTICULAR OFFERING PERIOD
SHALL BE IRREVOCABLE, AND THE PARTICIPANT MAY NOT SUBSEQUENTLY REJOIN THAT
OFFERING PERIOD AT A LATER DATE.
IN ORDER TO RESUME PARTICIPATION IN ANY
SUBSEQUENT OFFERING PERIOD, SUCH INDIVIDUAL MUST RE-ENROLL IN THE PLAN (BY
MAKING A TIMELY FILING OF THE PRESCRIBED ENROLLMENT FORMS) ON OR BEFORE THE
START DATE OF THAT OFFERING PERIOD.
H.
TERMINATION OF PURCHASE RIGHT.
THE FOLLOWING PROVISIONS SHALL
GOVERN THE TERMINATION OF OUTSTANDING PURCHASE RIGHTS:
(I)
SHOULD THE PARTICIPANT CEASE TO REMAIN AN ELIGIBLE EMPLOYEE FOR
ANY REASON (INCLUDING DEATH, DISABILITY OR CHANGE IN STATUS AS AN ELIGIBLE
EMPLOYEE) WHILE HIS OR HER PURCHASE RIGHT REMAINS OUTSTANDING, THEN THAT
PURCHASE RIGHT SHALL BE AUTOMATICALLY EXERCISED ON THE PURCHASE DATE FOR THE
OFFERING PERIOD IN WHICH THE PARTICIPANT CEASED TO BE AN ELIGIBLE EMPLOYEE.
NO
PAYROLL DEDUCTIONS SHALL BE PERMITTED ON BEHALF OF A PARTICIPANT WHO HAS CEASED
TO BE AN ELIGIBLE EMPLOYEE.
(II)
HOWEVER, SHOULD THE PARTICIPANT CEASE TO REMAIN IN ACTIVE SERVICE
BY REASON OF AN APPROVED UNPAID LEAVE OF ABSENCE, THEN THE PARTICIPANT SHALL
HAVE THE RIGHT, EXERCISABLE UP UNTIL THE LAST BUSINESS DAY PRECEDING THE NEXT
PURCHASE DATE AFTER SUCH LEAVE COMMENCES, TO (A) WITHDRAW ALL THE PAYROLL
DEDUCTIONS COLLECTED TO DATE ON HIS OR HER BEHALF FOR THAT OFFERING PERIOD OR
(B) HAVE SUCH FUNDS HELD FOR THE PURCHASE