Intel 1996 Annual Report Download - page 38

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members of the Committee) and may delegate to any such Subcommittee(s) the authority to grant options under the Plan to Participants, to
determine all terms of such options, and/or to administer the Plan or any aspect of it. Any action by any such Subcommittee within the scope of
such delegation shall be deemed for all purposes to have been taken by the Committee. The Committee shall act pursuant to a majority vote or
majority written consent.
Subject to the express provisions of this Plan, the Committee shall be authorized and empowered to do all things necessary or desirable in
connection with the administration of this Plan, including, without limitation: (a) to prescribe, amend and rescind rules and regulations relating
to this Plan and to define terms not otherwise defined herein; (b) to determine which persons are Participants (as defined in Section 3 hereof),
to which of such Participants, if any, an option shall be granted hereunder and the timing of any such option grants; (c) to determine the number
of shares of Common Stock subject to an option and the exercise or purchase price of such shares; (d) to establish and verify the extent of
satisfaction of any conditions to exercisability applicable to an option; (e) to waive conditions to and/or accelerate exercisability of an option,
either automatically upon the occurrence of specified events (including in connection with a change of control of the Corporation) or otherwise
in its discretion; (f) to prescribe and amend the terms of option grants made under this Plan (which need not be identical); (g) to determine
whether, and the extent to which, adjustments are required pursuant to Section 8 hereof; and (h) to interpret and construe this Plan, any rules
and regulations under the Plan and the terms and conditions of any option granted hereunder, and to make exceptions to any such provisions in
good faith and for the benefit of the Corporation.
All decisions, determinations and interpretations by the Committee regarding the Plan, any rules and regulations under the Plan and the terms
and conditions of any option granted hereunder, shall be final and binding on all Participants and optionholders. The Committee shall consider
such factors as it deems relevant, in its sole and absolute discretion, to making such decisions, determinations and interpretations including,
without limitation, the recommendations or advice of any officer or other employee of the Corporation and such attorneys, consultants and
accountants as it may select.
The interpretation and construction of any provision of the Plan by the Board of Directors shall be final and conclusive. The Board of Directors
may periodically adopt rules and regulations for carrying out the Plan, and amend the Plan as desired, without further action by the
Corporation's stockholders except to the extent required by applicable law.
12. TIME OF GRANTING OPTIONS
The effective date of such option shall be the date on which the grant was made. Within a reasonable time thereafter, Intel will deliver the
option to the Participant.