Priceline 2014 Annual Report Download - page 131

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2.20.
Grant Date
means (a) for Options granted prior to May 21, 2013, the date as of which an Option is
granted, as determined under Section 7.1(a), and (b) for Awards granted on or after May 21, 2013, the date on which an
Award is granted.
2.21.
Incentive Option means an Option which by its terms is to be treated as an “incentive stock option”
within the meaning of Section 422 of the Code.
2.22.
Initial Award means, with respect to any Participant, an Award made prior to May 21, 2013
under the
Plan to such Participant if, and only if, prior to the grant of such Award such Participant had not previously been granted
(i) an Award under this Plan, (ii) an “Award” under KAYAK Software Corporation’
s 2005 Equity Incentive Plan (as the
same has been in effect at any time, including as amended, and as amended and restated, from time to time) and/or (iii)
an “Award” under KAYAK Software Corporation’
s 2004 Stock Incentive Plan (as the same has been in effect at any
time, including as amended from time to time).
2.23.
Market Value
means the value of a share of Stock on a particular date determined by such methods or
procedures as may be established by the Committee. Unless otherwise determined by the Committee, the Market Value
of Stock as of any date is the closing price for the Stock as reported on the NASDAQ Global Select Market (or on any
other national securities exchange on which the Stock is then listed) for that date or, if no closing price is reported for
that date, the closing price on the next preceding date for which a closing price was reported.
2.24.
Nonstatutory Option means any Option that is not an Incentive Option.
2.25.
Option means an option to purchase shares of Stock.
2.26.
Optionee means an eligible individual to whom an Option shall have been granted under the Plan.
2.27.
Participant means any holder of an outstanding Award under the Plan.
2.28.
Performance Criteria and Performance Goals have the meanings given such terms in Section 7.7(f).
2.29.
Performance Period
means the one or more periods of time, which may be of varying and overlapping
durations, selected by the Committee, over which the attainment of one or more Performance Goals or other business
objectives will be measured for purposes of determining a Participant’
s right to, and the payment of, a Performance
Share Unit.
2.30.
Performance Share Unit
means a right granted to a Participant under Section 7.5, to receive cash, Stock
or other Awards, the payment of which is contingent on achieving Performance Goals or other business objectives
established by the Committee.
2.31.
Person
has the meaning set forth in Section 3(a)(9) of the Exchange Act, as modified and used in
Sections 13(d) and 14(d) thereof, except that such term shall not include (a) the Company or any Subsidiary, (b) a trustee
or other fiduciary holding securities under an employee benefit plan (or related trust) sponsored or maintained by the
Company or any Subsidiary, (c) an underwriter
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