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EXHIBIT 10.27 THE WET SEAL, INC. 2005 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT

Option Agreement

EXHIBIT 10.27 THE WET SEAL, INC. 2005 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT | Document Parties: WET SEAL, INC You are currently viewing:
This Option Agreement involves

WET SEAL, INC

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Title: EXHIBIT 10.27 THE WET SEAL, INC. 2005 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT
Governing Law: California     Date: 4/17/2007
Industry: Retail (Apparel)     Sector: Services

EXHIBIT 10.27 THE WET SEAL, INC. 2005 STOCK INCENTIVE PLAN STOCK OPTION AGREEMENT, Parties: wet seal  inc
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EXHIBIT 10.27

THE WET SEAL, INC.

2005 STOCK INCENTIVE PLAN

STOCK OPTION AGREEMENT

This Stock Option Agreement (the " Agreement ") is made and entered into as of the date of grant set forth below (the " Date of Grant ") by and between The Wet Seal, Inc., Delaware corporation (the " Company "), and participant named below (" Participant "). Capitalized terms not defined herein will have the meaning ascribed to them in the Company’s 2005 Stock Incentive Plan (the " Plan ").

 

 

         

Participant:

  

 

  

 

Total Option Shares:

  

 

  

 

Exercise Price Per Share:

  

 

  

 

Date of Grant:

  

 

  

 

Type of Stock Option

  

 

  

 

(Check One):

  

¨   Incentive Stock Option, to the maximum extent permissible

 

  

x   Nonqualified Stock Option



1. Grant of Option . The Company hereby grants to Participant an option (this " Option ") to purchase the total number of shares of Common Stock of the Company set forth above as Total Option Shares (the " Shares ") at the Exercise Price Per Share set forth above (the " Exercise Price "), subject to all of the terms and conditions of this Agreement and the Plan. If designated as an Incentive Stock Option above, the Option is intended to qualify as an "incentive stock option" (the " ISO ") within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the " Code "), although the Company makes no representation or guarantee that such Option will qualify as an ISO. The Option will be an ISO to the maximum extent permitted under the Code and any portion which cannot qualify will be a Nonqualified Stock Option

2. Exercise Period .

2.1 Provided Participant continues to provide Continuous Service to the Company or any Subsidiary, the Option will become vested and exercisable with respect to 33 1/3% of the Shares subject thereto on each of the next three (3) anniversaries of the Date of Grant until the Option is 100% vested. Except as provided in this Agreement, unvested Options will not be exercisable on or after Participant’s termination of Continuous Service (" Termination Date ") and will immediately terminate on such Termination Date.

 

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2.2 The Option will expire on the date five (5) years from the Date of Grant, or earlier as provided in this Agreement or the Plan.

3. Termination of Continuous Service .

3.1 If Participant’s Continuous Service is terminated, Options will remain exercisable as follows:

(a) If Participant’s termination of Continuous Service is due to death, all unvested Options will terminate and all vested Options will be exercisable by Participant’s designated beneficiary, or if none, the person(s) to whom such Participant’s rights under the Option are transferred by will or the laws of descendent and distribution for one (1) year following the Termination Date (but in no event beyond the term of the Option).

(b) If Participant’s termination of Continuous Service is due to disability, all unvested Options will terminate and all vested Options will be exercisable by Participant for one (1) year following the Termination Date (but in no event beyond the term of the Option).

(c) If Participant’s termination of Continuous Service is due to termination for Cause, the Option will terminate on the Termination Date, regardless of whether the Option was then exercisable.

(d) If Participant’s termination of Continuous Service is due to any other reason, all unvested Options will terminate on the Termination Date and all Options (to the extent exercisable as of the Termination Date) will be exercisable for a period of three (3) months following such Termination Date (but in no event beyond the term of the Option) and will thereafter terminate. The Participant’s status as an employee will not be considered terminated in the case of leave of absence agreed to in writing by the Company (including but not limited to military and sick leave); provided , that , such leave is for a period of not more than three (3) months or reemployment upon expiration of such leave is guaranteed by contract or statute.

3.2 Nothing in the Plan or this Agreement will confer on Participant any right to the continuation of service with the Company, or any of its Subsidiaries, or interfere in any way with the right of the Company or its Subsidiaries to terminate his or her Continuous Service at any time.

4. Manner of Exercise .

4.1 A Participant (or in the case of exercise after Participant’s death or incapacity, Participant’s executor, administrator, heir or legatee, as the case may be) may exercise his or her Option by giving written notice of exercise to the Company in a form approved by the Company specifying the number shares of Common Stock to be purchased. Such notice must be accompanied by the payment in full of the Option exercise price. The exercise price of the Option may be paid by in the following manner: (i) cash or certified or bank check, (ii) surrender of Common Stock held by the Participant for at least 6 months prior to exercise (or such longer or shorter period as may be required to avoid a charge to earnings for

 

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financial accounting purposes) or the attestation of ownership of such shares, in either case, if so permitted by the Company, (iii) if established by the Company, through a "same day sale" commitment from the Participant and a broker-dealer selected by the Company that is a member of the National Association of Securities Dealers (an "NASD Dealer") whereby the Participant irrevocably elects to exercise the Option and to sell a portion of the shares so purchased sufficient to pay for the total exercise price and whereby the NASD Dealer irrevocably commits upon receipt of such shares to forward the total exercise price directly to the Company, or (iv) by any combination of the foregoing, and, in all instances, to the extent permitted by applicable law. A Participant’s subsequent transfer or disposition of any Common Stock acquired upon exercise of an Option will be subject to any Federal and state laws then applicable, specifically securities law, and the terms and conditions of the Plan.

4.2 Upon (a) disposition of shares of Common Stock acquired pursuant to the exercise of an Incentive Stock Option granted pursuant to the Plan with


 
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