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EXHIBIT
10.8
2008 Director Option Grant
Statement
(Non-Statutory Stock
Option)
2006 NCR Stock Incentive
Plan
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Name of Optionee
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Soc. Sec. # |
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Grant Date |
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No. of Optioned Shares |
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You have been granted an option (this
“Option”) under the 2006 Stock Incentive Plan (the
“Plan”) of NCR Corporation (“NCR”) to
purchase from NCR the above number of shares of NCR common stock
(“Shares”) at the price of $
per Share, subject to the terms and conditions of this 2008
Director Option Grant Statement (this “Statement”) and
the Plan.
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1.
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Your right to exercise this
Option will expire on the tenth (10 th ) anniversary (the
“Expiration Date”) of the date upon which this Option
was granted (the “Grant Date”).
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2.
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This Option will fully vest
and be exercisable on the first (1 st ) anniversary of the Grant Date,
provided you continuously serve as a Director of NCR from the Grant
Date until the earlier of (a) the next following Annual
Meeting of Stockholders, or (b) the first (1
st
) anniversary of the
Grant Date. Notwithstanding the foregoing, this Option will become
fully vested if, prior to the one-year anniversary of the Grant
Date, you die at a time while serving as a Director of
NCR.
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3.
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This Option will not be
exercisable after the Expiration Date, except that, if you die
during the six (6) month period ending on the Expiration Date,
the Expiration Date will be extended to the one hundred
seventy-ninth (179 th ) day after the date of your death.
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The vesting schedule of this Option will accelerate and this
Option will become fully vested if (a) a Change in Control (as
defined in Section 10(b) of the Plan) occurs, and (b) you
cease to serve as a Director of NCR within twenty-four
(24) months of the effective date of the Change in Control for
any r |
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