Juno 2013 Annual Report Download - page 198

S.  means the Participant’s cessation of Employee status and shall be deemed to occur at such time as the
level of bona fide services the Participant is to render as an Employee (or non-employee consultant) permanently decreases to a level that is not more than
twenty percent (20%) of the average level of services the Participant rendered as an Employee during the immediately preceding thirty-six (36) months (or such
shorter period of time in which the Participant has been in Employee status). Any such determination, however, shall be made in accordance with the
applicable standards of the Treasury Regulations issued under Code Section 409A.
T.  shall mean the Participant’s performance of services for the Corporation (or any Parent or Subsidiary) in the capacity of
an Employee, a non-employee member of the board of directors or a consultant or independent advisor. For purposes of this Agreement, Participant shall be
deemed to cease Service immediately upon the occurrence of the either of the following events: (i) Participant no longer performs services in any of the foregoing
capacities for the Corporation (or any Parent or Subsidiary) or (ii) the entity for which Participant performs such services ceases to remain a Parent or
Subsidiary of the Corporation, even though Participant may subsequently continue to perform services for that entity. Except to the extent otherwise required
by law or expressly authorized by the Plan Administrator or by the Corporation’s written policy on leaves of absence in effect at the time of such leave, no
Service credit shall be given for vesting purposes for any period the Participant is on a leave of absence.
U.  shall mean the American Stock Exchange, the Nasdaq Global or Global Select Market or the New York Stock
Exchange.
V.  shall mean any corporation (other than the Corporation) in an unbroken chain of corporations beginning with the
Corporation, provided each corporation (other than the last corporation) in the unbroken chain owns, at the time of the determination, stock possessing fifty
percent (50%) or more of the total combined voting power of all classes of stock in one of the other corporations in such chain.
W.  shall mean the federal, state and local income taxes and the employee portion of the federal, state and local
employment taxes required to be withheld by the Corporation in connection with the issuance of the shares of Common Stock which vest under the Award and
any phantom dividend equivalents distributed with respect to those shares, in accordance with the terms of the Plan.
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