EMC 2007 Annual Report Download - page 134

payment of the exercise price under clause (i) above may be accomplished either by actual delivery or by constructive delivery through attestation of
ownership, subject to such rules as the Committee may prescribe.
6.5.5 Period of Awards. An Award shall be exercisable during such period of time as the Committee may specify, but not after the expiration of
ten years (five years in the case of an Incentive Stock Option granted to a Ten Percent Shareholder) from the date the Option is granted.
6.6 Termination of Awards. Unless the Award by its terms or the Committee or Board of Directors by resolution shall expressly provide otherwise:
6.6.1 Termination of a Participant's Service Relationship by Reason of Death. If a Participant's Service Relationship terminates by reason of
death, (a) all Options and Stock Appreciation Rights held by the Participant shall vest fully on the date that the Participant's Service Relationship
terminates by reason of death without regard to whether any applicable vesting requirements have been fulfilled, and (b) all Stock Awards held by the
Participant shall vest fully on the date that the Participant's Service Relationship terminates by reason of death without regard to whether any applicable
vesting requirements have been fulfilled and/or all restrictions shall fully lapse as of such date without regard to whether any applicable requirements
have been fulfilled. All Awards may be exercised by the Participant's executor or administrator or the person or persons to whom the Awards are
transferred by will or the applicable laws of descent and distribution at any time or times within three years after the date of the Participant's death.
Unexercised Options and Stock Appreciation Rights shall expire automatically at the end of such three-year period.
6.6.2 Termination of a Participant's Service Relationship by Reason of Disability. If a Participant's Service Relationship terminates by reason of
"Disability" (as defined below), (a) all Options and Stock Appreciation Rights held by the Participant shall vest fully on the date that the Participant's
Service Relationship terminates by reason of Disability (the "Disability Date") without regard to whether any applicable vesting requirements have been
fulfilled, and (b) all Stock Awards held by the Participant shall vest fully on the Disability Date without regard to whether any applicable vesting
requirements have been fulfilled and/or all restrictions shall fully lapse as of such date without regard to whether any applicable requirements have been
fulfilled. All such Options and Stock Appreciation Rights may be exercised by the Participant at any time or times within three years after the Disability
Date. Unexercised Options and Stock Appreciation Rights shall expire automatically at the end of such three-year period. Notwithstanding the
foregoing, in the event the Participant fails to exercise an Incentive Stock Option within twelve months after the Disability Date, such Option shall
remain exercisable at any time or times within three years after the Disability Date but will be treated as an Option that does not qualify as an Incentive
Stock Option. "Disability" means the disability of the Participant within the meaning of Section 22(e)(3) of the Code.
6.6.3 Termination of a Participant's Service Relationship by Reason of Retirement. If a Participant's Service Relationship terminates by reason
of "Retirement" (as defined below), all (a) Options and Stock Appreciation Rights held by the Participant shall continue to vest and be exercisable in
accordance with the terms and conditions thereof as if the Participant's Service Relationship had not terminated, (b) Stock Awards held by the
Participant that were granted to the Participant prior to December 19, 2007 shall continue to vest and/or be subject to applicable restrictions and the
requirements for the lapse thereof in accordance with the terms and conditions of the Stock Awards as if the Participant's Service Relationship had not
terminated, and (c) Stock Awards held by the Participant that were granted to the Participant on or after December 19, 2007 shall thereupon expire at
5 p.m. United States eastern time on the date that the Participant's Service Relationship terminates by reason of Retirement (the "Retirement Date").
Notwithstanding the foregoing, if (a) an Option or Stock Appreciation Right provides for vesting or exercisability upon the fulfillment or satisfaction of
certain specified goals or conditions (other than time-based vesting or restrictions), or (b) a Stock Award that continues to vest pursuant to