Exelon 2015 Annual Report Download - page 574

(iv) Other Termination. Subject to clauses (v), (vi) and (vii) below, if the Company ceases to employ a Participant for any reason other than as
described in clause (i), (ii) or (iii) above, then each Option held by such Participant shall be exercisable only to the extent that such Option is
exercisable on the effective date of such Participant’s termination of employment, and may thereafter be exercised by such Participant (or such
Participant’s legal representative or similar person) until and including the earlier to occur of (i) the date which is 90 days after the effective date
of such Participant’s termination of employment and (ii) the Expiration Date.
(v) Death Following Termination of Employment. If a Participant dies during the applicable post-termination exercise period described in clause
(iv), each Option held by such Participant shall be exercisable only to the extent that such Option is exercisable on the date of such Participant’s
death and may thereafter be exercised by the Participant’s executor, administrator, legal representative, beneficiary or similar person until and
including the earlier to occur of (i) the first anniversary of the date of death and (ii) the expiration date of the term of such Option.
(vi) Breach of Restrictive Covenant. Notwithstanding clauses (i) through (v), if a Participant breaches his or her obligations to the Company or any of
its affiliates under a Restrictive Covenant, each Option held by such Participant shall be cancelled and cease to be exercisable as of the date on
which the Participant first breached such Restrictive Covenant, and the Company thereafter may require the repayment of any amounts received
by such Participant in connection with an exercise of such Option following such cancellation date.
(h) Termination of Option. In no event may an Option be exercised after it terminates as set forth in this Section 5(h). An Option shall terminate, to the
extent not earlier exercised or terminated pursuant to Section 5(g), on the Expiration Date. Upon the termination of the Option, the Option and all rights
thereunder shall immediately become null and void.
6. Employment. For purposes of this Program, references to employment with the Company shall include (i) employment with an Affiliate of the
Company and (ii) any period during which the Participant is on a leave of absence approved by the Company.
7. Limited Transferability of Awards. Except as may otherwise be expressly provided in an Award Notice, an Award may be transferred by the
Participant only (1) by will, (2) the laws of descent and distribution or (3) pursuant to beneficiary designation procedures approved by the Company. Except
to the extent permitted by the foregoing, an Award may not be sold, transferred, assigned, pledged, hypothecated, encumbered or otherwise disposed of
(whether by operation of law or otherwise) or be subject to execution, attachment or similar process or domestic relations order. Upon any attempt so to sell,
transfer, assign, pledge, hypothecate, encumber or otherwise dispose of an Award, such Award and all rights thereunder shall immediately become null and
void.
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Source: BALTIMORE GAS & ELECTRIC CO, 10-K, February 10, 2016 Powered by Morningstar® Document Research℠
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