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2006 EMPLOYEE, DIRECTOR AND CONSULTANT STOCK PLAN STOCK OPTION AGREEMENT

Option Agreement

2006 EMPLOYEE, DIRECTOR AND CONSULTANT STOCK PLAN STOCK OPTION AGREEMENT | Document Parties: Global Telecom  Technology, Inc You are currently viewing:
This Option Agreement involves

Global Telecom Technology, Inc

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Title: 2006 EMPLOYEE, DIRECTOR AND CONSULTANT STOCK PLAN STOCK OPTION AGREEMENT
Governing Law: Delaware     Date: 4/17/2007

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Exhibit 10.15

Global Telecom & Technology, Inc.

2006 EMPLOYEE, DIRECTOR AND CONSULTANT STOCK PLAN

STOCK OPTION AGREEMENT

     Unless otherwise defined herein, the terms defined in the Global Telecom & Technology, Inc. 2006 Employee, Director and Consultant Plan (the "Plan") shall have the same defined meanings in this Stock Option Agreement.

I.

 

NOTICE OF STOCK OPTION GRANT

 

 

 

 

 

      Name:

 

 

 

 

 

 

 

 

 

      Address:

 

 

 

 

 

 

 

 

 

     The undersigned Optionee has been granted an Option to purchase shares of Common Stock of the Company (" Shares "), subject to the terms and conditions of the Plan and this Option Agreement, as follows:

 

 

 

 

 

 

      Date of Grant:

 

 

 

 

 

 

 

 

 

      Vesting Commencement Date:

 

 

 

 

 

 

 

 

 

      Exercise Price per Share:

 

 

 

 

 

 

 

 

 

      Total Number of Shares Granted:

 

 

 

 

 

 

 

 

 

      Total Exercise Price:

 

 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

      Type of Option:

 

 

 

Incentive Stock Option

 

 

 

 

 

 

 

 

 

Nonstatutory Stock Option

 

 

 

 

 



Expiration Date: As provided in Section 3 of this Option Agreement.

Vesting Schedule: This Option shall be vested according to the following vesting schedule:

25% of the Shares subject to the Option shall vest on each of the first, second, third and fourth anniversaries of the Vesting Commencement Date, subject to Optionee’s Continuous Service (as defined in Section 11 of the Option Agreement) on such dates .

Exercise Schedule: To the extent vested, this Option shall be exercisable during its term as provided in Section 3 of the Option Agreement.

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      II. AGREEMENT

     1.  Grant of Option . The Plan Administrator of the Company hereby grants to the Optionee named in the Notice of Stock Option Grant (the " Optionee "), an option (the " Option ") to purchase the number of Shares set forth in the Notice of Stock Option Grant, at the exercise price per Share set forth in the Notice of Stock Option Grant (the " Exercise Price "), and subject to the terms and conditions of the Plan, which is incorporated herein by reference. Subject to Section 31 of the Plan, in the event of a conflict between the terms and conditions of the Plan and this Option Agreement, the terms and conditions of the Plan shall prevail.

     If designated in the Notice of Stock Option Grant as an Incentive Stock Option (" ISO "), this Option is intended to qualify as an Incentive Stock Option as defined in Section 422 of the Code. Nevertheless, to the extent that it exceeds the $100,000 rule of Code Section 422(d), this Option shall be treated as a Nonstatutory Stock Option (" NSO ").

     2.  Exercise of Option.

          (a) Right to Exercise . This Option shall be exercisable during its term in accordance with the Vesting Schedule set out in the Notice of Stock Option Grant and with the applicable provisions of the Plan and this Option Agreement.

          (b) Method of Exercise . This Option shall be exercisable by delivery of an exercise notice in the form attached as Exhibit A (the " Exercise Notice ") which shall state the election to exercise the Option, the number of Shares with respect to which the Option is being exercised, and such other representations and agreements as may be required by the Company.

     No Shares shall be issued pursuant to the exercise of an Option unless such issuance and such exercise comply with Applicable Laws. Assuming such compliance, for income tax purposes the Shares shall be considered transferred to the Optionee on the date on which the Option is exercised with respect to such Shares.

     The Option shall be deemed exercised when the Company receives (i) written or electronic notice of exercise (in accordance with this Option Agreement) from the Optionee (or other person entitled to exercise the Option), and (ii) full payment for the Shares with respect to which the Option is exercised, and (iii) any other documents required by this Option Agreement or the Exercise Notice. Full payment may consist of any consideration and method of payment permitted by this Option Agreement. Shares issued upon exercise of an Option shall be issued in the name of the Optionee or, if requested by the Optionee, in the name of the Optionee and his or her spouse. Until the Shares are issued (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company), no right to vote or receive dividends or any other rights as a stockholder shall exist with respect to the Shares, notwithstanding the exercise of the Option. The Company shall issue (or cause to be issued) such Shares promptly after the Option is exercised. No adjustment will be made for a dividend or other right for which the record date is prior to the date the Shares are issued, except as provided in Section 10(c) of the Plan.

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     Exercise of this Option in any manner shall result in a decrease in the number of Shares thereafter available for sale under the Option, by the number of Shares as to which the Option is exercised.

     3.  Term . Optionee may not exercise the Option before the commencement of its term or after its term expires. During the term of the Option, Optionee may only exercise the Option to the extent vested. The term of the Option commences on the Date of Grant and expires upon the earliest of the following:

          (a) With respect to the unvested portion of the Option, upon termination of Optionee’s Continuous Service;

          (b) With respect to the vested portion of the Option, three (3) months after the termination of Optionee’s Continuous Service for any reason other than Optionee’s Disability, death or termination for Cause;

          (c) With respect to the vested portion of the Option, immediately upon the termination of Optionee’s Continuous Service for Cause;

          (d) With respect to the vested portion of the Option, one (1) year after the termination of Optionee’s Continuous Service due to Optionee’s Disability or death;

          (e) Immediately prior to the close of certain Corporate Transactions, subject to Paragraph 24(b) of the Plan; or

          (f) The day before the tenth (10 th ) anniversary of the Date of Grant.

     4.  Method of Payment . Payment of the aggregate Exercise Price shall be by any of the following, or a combination thereof:

          (a) cash or check;

          (b) subject to the discretion of the Administrator, consideration received by the Company under a formal cashless exercise program adopted by the Company in connection with the Plan, if any;

          (c) subject to the discretion of the Administrator, surrender of other Shares which, (i) in the case of Shares acquired from the Company, either


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