Intel 2009 Annual Report Download - page 163

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INTEL CONFIDENTIAL
provided, however, that while the claim of Disablement is pending, options that were unvested at termination of employment
may not be exercised and options that were vested at termination of employment may be exercised only during the period
set forth in Section 6 hereof. The option shall terminate on the 365th day from the date of determination of Disablement, to
the extent that it is unexercised. For purposes of these Standard Terms, “Disablement” shall be determined in accordance
with the standards and procedures of the then
-current Long Term Disability Plan maintained by the Corporation or the
Subsidiary that employs you, and in the event you are not a participant in a then-current Long Term Disability Plan
maintained by the Corporation or the Subsidiary that employs you, “Disablement” shall have the same meaning as
disablement is defined in the Intel Long Term Disability Plan, which is generally a physical condition arising from an illness or
injury, which renders an individual incapable of performing work in any occupation, as determined by the Corporation.
9.
RETIREMENT
For purposes of by these Standard Terms, “Retirement” shall mean either Standard Retirement (as defined below) or the
Rule of 75 (as defined below). Following your Retirement, the vesting of the option, to the extent that it had not vested on or
prior to the date of your Retirement, shall be accelerated as follows:
(a) If you retire at or after age 60 (“Standard Retirement”), you will receive one year of additional vesting from your date of
Retirement for every five (5) years that you have been employed by the Corporation (measured in complete, whole
years). No vesting acceleration shall occur for any periods of employment of less than five (5) years; or
(b) If, when you terminate employment with Intel, your age plus years of service (in each case measured in complete,
whole years) equals or exceeds 75 (
“Rule of 75”), you will receive accelerated vesting of any portion of the option that
would have vested prior to 365 days from the date of your Retirement.
You will receive vesting acceleration pursuant to either Standard Retirement or the Rule of 75, but not both. Except as
expressly provided otherwise in by these Standard Terms, following your Retirement from the Corporation, you may exercise
the option at any time prior to 365 days from the date of your Retirement, to the extent that it had vested as of the date of
your Retirement or to the extent that vesting of the option is accelerated pursuant to this Section 9. The option shall
terminate on the 365
th
day from your date of Retirement, to the extent that it is unexercised.
10.
INCOME TAXES WITHHOLDING
Nonqualified stock options are taxable upon exercise. To the extent required by applicable federal, state or other law, you
shall make arrangements satisfactory
4.