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Exhibit
10.36
B LUE C
OAT S YSTEMS , I NC .
1999 S TOCK I NCENTIVE P
LAN
N OTICE
OF D IRECTOR S TOCK O
PTION G RANT
You have been granted the
following option to purchase Common Stock of Blue Coat Systems,
Inc. (the “Company”):
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Name of Optionee:
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«Last_»,«First» |
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Total Number of Shares
Granted:
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«Option_» |
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Type of Option:
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«Type» |
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Exercise Price Per Share:
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$«Grant_Price» |
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Date of Grant:
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«Grant_date» |
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Vesting Commencement Date:
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«VC_Date» |
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Vesting Schedule:
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This option
becomes exercisable with respect to the first 25% of the Shares
subject to this option when you complete 12 months of continuous
Service from the Vesting Commencement Date and with respect to an
additional 2.083% of the Shares subject to this option when you
complete each month of continuous Service thereafter. |
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Expiration Date:
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«Expiration_Date» |
By your signature and the signature of
the Company’s representative below, you and the Company agree
that this option is granted under and governed by the terms and
conditions of the Stock Option Agreement, which is attached to and
made a part of this document and the Company’s 1999 Stock
Incentive Plan.
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PTIONEE : |
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B LUE C OAT S
YSTEMS , I NC . |
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By:
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Title:
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Controller and Chief Accounting Officer |
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Print Name
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B LUE C
OAT S YSTEMS , I NC
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1999 S TOCK
I NCENTIVE P LAN
D IRECTOR S
TOCK O PTION A
GREEMENT
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| Grant of
Option |
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You have
been granted an option as of the Grant Date to purchase up to the
number of Shares of Company Common Stock specified in the Notice of
Stock Option Grant. |
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| Tax
Treatment |
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This option
is intended to be an incentive stock option under section 422 of
the Internal Revenue Code or a nonstatutory option, as provided in
the Notice of Stock Option Grant. |
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| Vesting |
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This option
becomes exercisable in installments, as shown in the Notice of
Stock Option Grant. No additional shares become exercisable after
your service as an employee, consultant or outside director of the
Company or a parent or subsidiary of the Company
(“Service”) has terminated for any reason. |
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| Term |
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This option
expires in any event on the day before the 10 th
anniversary
of the Date of Grant, as shown in the Notice of Stock Option Grant.
(It will expire earlier if your Service terminates, as described
below.) |
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Regular
Termination
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If your
service terminates for any reason, then this option will expire at
the close of business at Company headquarters on the date twelve
(12) months after your termination date. The Company determines
when your service terminates for this purpose. |
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Permanent
Disability
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If your Service terminates because of
your Permanent Disability, then this option will expire on the date
12 months after your termination date. The Company determines when
your Service terminates for this purpose.
Permanent Disability means that you are
unable to engage in any substantial gainful activity by reason of
any medically determinable physical or mental impairment which can
be expected to result in death or which has lasted, or can be
expected to last, for a continuous period of not less than 12
months.
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| Death |
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If you die
while in Service, the option will expire on the date 12 months
after the date of death. |
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| Change in
Control |
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If the Company is subject to a
“Change in Control” (as defined in the Plan) while you
are in service, the exercisability of this option, to the extent
outstanding at such time but not fully exercisable, shall
automatically accelerate so that this option shall, immediately
prior to the effective date of such Change in Control, become fully
exercisable and vested for all of the shares of Common Stock
subject to such option.
Immediately following the Change in
Control, this option shall terminate and cease to be exercisable
except to the extent assumed
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