Exhibit 10.39
S ELECTICA , I NC .
1999 E QUITY I NCENTIVE P LAN :
N OTICE O F S TOCK U NIT A WARD
You have been granted units
representing shares of Common Stock of Selectica, Inc. (the
“Company”) on the following terms:
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Name of
Recipient:
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«Name»
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Total Number of
Units Granted:
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«TotalUnits»
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Date of
Grant:
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«DateGrant»
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Vesting
Commencement Date:
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«VestDay»
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Vesting
Schedule:
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The first
«CliffPercent»% of the units subject to this award will
vest when you complete «CliffPeriod» months of
continuous “Service” (as defined in the Plan) after the
Vesting Commencement Date. Thereafter, an additional
«IncrementPercent»% of the units subject to this award
will vest when you complete each
«IncrementPeriod»-month period of continuous
Service.
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You and the Company agree that these
units are granted under and governed by the terms and conditions of
the Selectica, Inc. 1999 Equity Incentive Plan (the
“Plan”) and the Stock Unit Agreement, both of which are
attached to and made a part of this document.
You further agree that the Company
may deliver by email all documents relating to the Plan or this
award (including, without limitation, prospectuses required by the
Securities and Exchange Commission) and all other documents that
the Company is required to deliver to its security holders
(including, without limitation, annual reports and proxy
statements). You also agree that the Company may deliver these
documents by posting them on a website maintained by the Company or
by a third party under contract with the Company. If the Company
posts these documents on a website, it will notify you by
email.
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R
ECIPIENT
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S
ELECTICA
, I NC .
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By:
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Title:
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S ELECTICA , I NC .
1999 E QUITY I NCENTIVE P LAN :
S TOCK U NIT A GREEMENT
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Payment for Units
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No payment is
required for the units that you are receiving.
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Vesting
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The units vest
in installments, as shown in the Notice of Stock Unit Award. In
addition, the units may vest on an accelerated basis pursuant to
Article 11 of the Plan. No additional units vest after your
Service has terminated for any reason.
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Forfeiture
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If your Service
terminates for any reason, then your units will be forfeited to the
extent that they have not vested before the termination date and do
not vest as a result of the termination. This means that any units
that have not vested under this Agreement will immediately be
cancelled. You receive no payment for units that are
forfeited.
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The Company
determines when your Service terminates for this
purpose.
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Leaves of Absence
and Part-Time
Work
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For purposes of
this award, your Service does not terminate when you go on a
military leave, a sick leave or another bona fide leave of
absence, if the leave was approved by the Company in writing and if
continued crediting of Service is required by applicable law, the
Company’s leave of absence policy or the terms of your leave.
But your Service terminates when the approved leave ends, unless
you immediately return to active work.
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If you go on a
leave of absence, then the vesting schedule specified in the Notice
of Stock Unit Award may be adjusted in accordance with the
Company’s leave of absence policy or the terms of your leave.
If you commence working on a part-time basis, then the vesting
schedule specified in the Notice of Stock Unit
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