Netgear 2012 Annual Report Download - page 135

Common Stock that were available for sale under the Plan on the Offering Date of the applicable Offering Period, or (ii)
the number of shares available for sale under the Plan on such Exercise Date, the Administrator may in its sole discretion
(x) provide that the Company shall make a pro rata allocation of the shares of Common Stock available for purchase on
such Offering Date or Exercise Date, as applicable, in as uniform a manner as shall be practicable and as it shall
determine in its sole discretion to be equitable among all participants exercising options to purchase Common Stock on
such Exercise Date, and continue all Offering Periods then in effect, or (y) provide that the Company shall make a pro
rata allocation of the shares available for purchase on such Offering Date or Exercise Date, as applicable, in as uniform a
manner as shall be practicable and as it shall determine in its sole discretion to be equitable among all participants
exercising options to purchase Common Stock on such Exercise Date, and terminate any or all Offering Periods then in
effect pursuant to Section 20 hereof. The Company may make a pro rata allocation of the shares available on the Offering
Date of any applicable Offering Period pursuant to the preceding sentence, notwithstanding any authorization of
additional shares for issuance under the Plan by the Company’s shareholders subsequent to such Offering Date.
9.
Delivery
. As soon as reasonably practicable after each Exercise Date on which a purchase of shares occurs,
the Company shall arrange the delivery to each participant the shares purchased upon exercise of his or her option in a form
determined by the Administrator, including by means of electronic notice.
10.
Withdrawal .
(a)
A participant may withdraw all but not less than all the payroll deductions credited to his or her
account and not yet used to exercise his or her option under the Plan at any time prior to the Exercise Date for an Offering
Period by giving written notice to the Company in the form of Exhibit B to this Plan. All of the participant’
s payroll
deductions credited to his or her account shall be paid to such participant promptly after receipt of notice of withdrawal
and such participant’
s option for the Offering Period shall be automatically terminated, and no further payroll deductions
for the purchase of shares shall be made for such Offering Period. If a participant withdraws from an Offering Period,
payroll deductions shall not resume at the beginning of the succeeding Offering Period unless the participant delivers to
the Company a new subscription agreement.
(b)
A participant’
s withdrawal from an Offering Period shall not have any effect upon his or her
eligibility to participate in any similar plan which may hereafter be adopted by the Company or in succeeding Offering
Periods which commence after the termination of the Offering Period from which the participant withdraws.
11.
Termination of Employment
. Upon a participant ceasing to be an Eligible Employee, for any reason, he or
she shall be deemed to have elected to withdraw from the Plan and the payroll deductions credited to such participant’
s account
during the Offering Period but not yet used to purchase shares of
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