THE BOARD OF
DIRECTORS OF A SUBSIDIARY WHO IS NOT AN EMPLOYEE.
2.17
"NONQUALIFIED STOCK OPTION."
A STOCK OPTION THAT DOES NOT SATISFY THE
REQUIREMENTS OF CODE SECTION 422(B).
2.18
"OPTIONEE."
A PARTICIPANT WHO IS GRANTED A STOCK OPTION PURSUANT TO THE
PROVISIONS OF THE PLAN.
2.19
"PARTICIPANT."
AN EMPLOYEE, CONSULTANT, OR NON-EMPLOYEE DIRECTOR TO WHOM
AN AWARD HAS BEEN GRANTED AND REMAINS OUTSTANDING.
2.20
"PERFORMANCE CRITERIA."
ANY OBJECTIVE DETERMINATION OF PERFORMANCE AS
SPECIFIED BY THE ADMINISTRATOR IN AN AWARD.
PERFORMANCE CRITERIA MAY DIFFER
FROM PARTICIPANT TO PARTICIPANT AND FROM AWARD TO AWARD.
PERFORMANCE CRITERIA
SHALL BE ESTABLISHED BY THE ADMINISTRATOR PRIOR TO THE ISSUANCE OF A PERFORMANCE
GRANT.
2.21
"PERFORMANCE GOAL."
ONE OR MORE GOALS ESTABLISHED BY THE ADMINISTRATOR
THAT RELATE TO ONE OR MORE PERFORMANCE CRITERIA WITH RESPECT TO AN AWARD
INTENDED TO CONSTITUTE A PERFORMANCE GRANT.
A PERFORMANCE GOAL SHALL RELATE TO
SUCH PERIOD OF TIME, AS MAY BE SPECIFIED BY THE ADMINISTRATOR AT THE TIME OF THE
AWARDING OF A PERFORMANCE GRANT.
2.22
"PERFORMANCE GRANT."
AN AWARD, THE AWARD, VESTING OR RECEIPT WITHOUT
RESTRICTION OF WHICH, IS CONDITIONED ON THE SATISFACTION OF ONE OR MORE
PERFORMANCE GOALS.
2.23
"PLAN."
THE DECODE GENETICS, INC. 2006 EQUITY INCENTIVE PLAN.
2.24
"RESTRICTED STOCK."
AN AWARD OF COMMON STOCK PURSUANT TO THE PROVISIONS
OF THE PLAN, WHICH AWARD IS SUBJECT TO SUCH RESTRICTIONS AND OTHER CONDITIONS,
IF ANY, INCLUDING ACHIEVEMENT OF ONE OR MORE PERFORMANCE GOALS, AS MAY BE
SPECIFIED BY THE ADMINISTRATOR AT THE TIME OF SUCH AWARD.
2.25
"REFERENCE VALUE."
THE DOLLAR AMOUNT FIXED AS SUCH AT THE DATE OF GRANT
OF A SAR, WHICH AMOUNT SHALL NOT BE LESS THAN THE FAIR MARKET VALUE OF THE
COMMON STOCK ON SUCH DATE.
2.26
"RETIREMENT."
THE TERMINATION OF EMPLOYMENT OR SERVICE WITH THE
CORPORATION OR A SUBSIDIARY OF A PARTICIPANT WHO IS AN EMPLOYEE OR A
NON-EMPLOYEE DIRECTOR FOLLOWING THE FIRST DAY OF THE MONTH COINCIDENT WITH OR
NEXT FOLLOWING (I) ATTAINMENT OF AGE 65, AND (II) THE COMPLETION OF
FIVE (5) YEARS SERVICE, IN THE CASE OF AN EMPLOYEE, OR THREE (3) YEARS OF
SERVICE, IN THE CASE OF A NON-EMPLOYEE DIRECTOR.
2.27
"SECURITIES ACT."
THE SECURITIES ACT OF 1933, AS AMENDED.
2.28
"SAR."
A STOCK APPRECIATION RIGHT, WHICH REPRESENTS THE POTENTIAL RIGHT
TO RECEIVE THE INCREASE (IF ANY) IN THE FAIR MARKET VALUE OF A SHARE OF COMMON
STOCK ON THE DATE OF THE EXERCISE OF SUCH RIGHT OVER THE REFERENCE VALUE OF SUCH
SHARE OF COMMON STOCK ON THE DATE THE RIGHT IS GRANTED.
2.29
"STOCK OPTION" OR "OPTION."
A GRANT OF A RIGHT TO PURCHASE COMMON STOCK
PURSUANT TO THE PROVISIONS OF THE PLAN.
2.30
"SUBSIDIARY."
A SUBSIDIARY CORPORATION, AS DEFINED IN CODE
SECTION 424(F), THAT IS A SUBSIDIARY OF THE CORPORATION.
2.31
"TANDEM SAR."
A SAR GRANTED IN CONNECTION WITH THE CONCURRENT GRANT OF AN
OPTION, WHICH SAR SHALL EXPIRE TO THE EXTENT THE RELATED OPTION IS EXERCISED AND
VICE VERSA.
2.32
"TERMINATION OR DISMISSAL FOR CAUSE."
THE MEANING ASCRIBED TO SUCH