This excerpt taken from the COCO 10-Q filed Feb 9, 2005.
4. Early Termination of Option; Change in Control Event.
4.1 General. The Option, to the extent not previously exercised, and all other rights hereunder, whether vested and exercisable or not, shall terminate and become null and void prior to the Expiration Date in the event of:
4.2 Possible Acceleration upon Certain Terminations. Notwithstanding any other provision of this Option Agreement or of the Plan, if a Change in Control Event (as defined in the Plan) occurs and the Option does not accelerate and become fully vested in connection with such event as contemplated by Section 6.3.2 of the Plan, the Option shall automatically accelerate and become fully vested upon a termination of the Participants employment or services with the Corporation and its Subsidiaries if such termination of employment or services (a) is by the Corporation or a Subsidiary for any reason other than for Cause (as defined below) or by the Participant for Good Reason (as defined below), and (b) occurs in anticipation of (but in no event more than three months prior to) the date of the Change in Control Event or within two years following the date of the Change in Control Event. (In the event that the Participants employment occurs prior to the date of the Change in Control Event and it is subsequently determined that a Change in Control Event requires an acceleration of vesting pursuant to the preceding sentence, the Option shall be deemed to have been fully vested on the date that the Participants employment terminated.) The following definitions shall apply solely for purposes of this Section 4.2: