Comcast 2013 Annual Report Download - page 194

satisfied in cash. Following the exercise of an Option and the satisfaction of the conditions of Paragraph 9, the Sponsor shall deliver to the
Optionee the number of whole Shares issuable on the exercise of an Option and a check for the Fair Market Value on the date of exercise of any
fractional Share to which the Optionee is entitled.
(f) Termination of Employment
. For purposes of the Plan, a transfer of an employee between two employers, each of which is a Company,
shall not be deemed a termination of employment. For purposes of Paragraph 7(g), an Optionee’s termination of employment shall be deemed to
occur on the date an Optionee ceases to have a regular obligation to perform services for a Company, without regard to whether (i) the Optionee
continues on the Company’s payroll for regular, severance or other pay or (ii) the Optionee continues to participate in one or more health and
welfare plans maintained by the Company on the same basis as active employees. Whether an Optionee ceases to have a regular obligation to
perform services for a Company shall be determined by the Committee in its sole discretion. Notwithstanding the foregoing, if an Optionee is a
party to an employment agreement or severance agreement with a Company which establishes the effective date of such Optionee’s termination
of employment for purposes of this Paragraph 7(f), that date shall apply. An Optionee who is a Non-
Employee Director shall be treated as having
terminated employment on the Optionee’s termination of service as a Non-
Employee Director, provided that if such an Optionee is designated as
a Director Emeritus upon termination of service as a Non-Employee Director, such Optionee shall not be treated as having terminated
employment until the Optionee’s termination of service as a Director Emeritus.
(g) Periods of Exercise of Options . An Option shall be exercisable in whole or in part at such time or times as may be determined by the
Committee and stated in the option document, or as described in Paragraph 7(h)(ii), provided, however, that if the grant of an Option would be
subject to section 16(b) of the 1934 Act, unless the requirements for exemption therefrom in Rule 16b-3(c)(1), under such Act, or any successor
provision, are met, the option document for such Option shall provide that such Option is not exercisable until not less than six months have
elapsed from the Date of Grant. Except as otherwise provided by the Committee in its discretion, no Option shall first become exercisable
following an Optionee’s termination of employment for any reason; provided further, that:
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(i) In the event that an Optionee terminates employment with the Company for any reason other than death or Cause, any Option
held by such Optionee and which is then exercisable shall be exercisable for a period of 90 days following the date the
Optionee terminates employment with the Company (unless a longer period is established by the Committee); provided,
however, that if such termination of employment with the Company is due to the Disability of the Optionee, he shall have the
right to exercise those of his Options which are then exercisable for a period of one year following such termination of
employment (unless a longer period is established by the Committee); provided, however, that in no