Intel 1996 Annual Report Download - page 35

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been held for a period of less than four (4) years, then the number of shares exercisable by the Participant will be the total number of shares
which were exercisable under such option on the date of the Participant's termination.
(3) Retirement. Upon Retirement of a Participant, the Participant's rights to options may be exercised for a period of twelve (12) months after
Retirement. The number of shares exercisable will be the total number of shares which were exercisable under the Participant's option on the
date of his or her Retirement.
(4) Other Reasons. Upon termination of a Participant's employment for any reason other than those stated above, a Participant may, within
thirty (30) days following such termination exercise the option to the extent such option was exercisable on the date of termination.
For purposes of this Section 6(d), unless the Committee specifies otherwise, a Participant's employment shall not be deemed terminated (i) if,
within sixty (60) days such Participant is rehired by Intel, (ii) if Participant is transferred from the Corporation to any Subsidiary or from any
one Subsidiary to another or from a Subsidiary to the Corporation, or (iii) at the discretion of the Committee, during any period of a
Participant's leave of absence, provided that the Committee may delay the Participant's rights to exercise options as a result of such leave of
absence. In addition, a Participant's employment with any partnership, joint venture or corporation not meeting the requirements of a
Subsidiary in which the Corporation or a Subsidiary is a party and which is designated by the Committee as subject to this provision, shall be
considered employment for purposes of this Section 6(d).
(e) Transferability of Option: Unless the Committee specifies otherwise, each option shall be transferable only by will or the laws of descent
and distribution and shall only be exercisable by the Participant during his or her lifetime.
(f) Cancellation: The Committee may, at any time prior to exercise and subject to consent of the Participant, cancel any options previously
granted and may or may not substitute in their place options at a different price and different type under different terms or in different amounts.
(g) Conditions and Restrictions Upon Securities Subject to Options: Subject to the express provisions of the Plan, the Committee may provide
that the shares of Common Stock issued upon exercise of an option shall be subject to such further conditions or agreements as the Committee
in its discretion may specify prior to the exercise of such option, including without limitation, conditions on vesting or transferability, forfeiture
or repurchase provisions and method of payment for the shares issued upon exercise (including the actual or constructive