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INCENTIVE STOCK OPTION

Option Agreement

INCENTIVE STOCK OPTION | Document Parties: SCANSOURCE INC You are currently viewing:
This Option Agreement involves

SCANSOURCE INC

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Title: INCENTIVE STOCK OPTION
Date: 8/28/2008
Industry: Computer Peripherals     Sector: Technology

INCENTIVE STOCK OPTION, Parties: scansource inc
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Exhibit 10.6

INCENTIVE STOCK OPTION

Non-transferable

GRANT TO

 

 

(“Optionee”)

the right to purchase from Scan Source , Inc. (the “Company”)

 

 

shares of its common stock, no par value, at the price of $              per share

pursuant to and subject to the provisions of the Scan Source , Inc. 2002 Long-Term Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following page.

By accepting the Options, Optionee shall be deemed to have agreed to the terms and conditions set forth in this Award Certificate and the Plan.

Unless vesting is accelerated in accordance with the Plan, the Options shall vest (become exercisable) in accordance with the following schedule:

 

 

 

 

Continuous Status as a

Participant

after Grant Date

  

Percent of Option Shares

Vested

 

IN WITNESS WHEREOF, Scan Source , Inc., acting by and through its duly authorized officers, has caused this Award Certificate to be executed as of the Grant Date.

 

 

 

 

SCAN SOURCE , INC.

 

 

By:

 

 

Its:

 

Authorized Officer

 

 

 

 

 

 

Grant Date:

 

 

 

- 1 -


TERMS AND CONDITIONS

1. Grant of Option . Scan Source , Inc. (the “Company”) hereby grants to the Optionee named on Page 1 hereof (“Optionee”), under the Scan Source , Inc. 2002 Long-Term Incentive Plan (the “Plan”), stock options to purchase from the Company (the “Options”), on the terms and on conditions set forth in this certificate (this “Award Certificate”), the number of shares indicated on Page 1 of the Company’s no par value common stock, at the exercise price per share set forth on Page 1. Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.

2. Vesting of Options . The Options shall vest (become exercisable) in accordance with the schedule shown on page 1 of this Award Certificate. Notwithstanding the foregoing vesting schedule, upon Optionee’s death or Disability during his or her Continuous Status as a Participant, or upon Optionee’s Retirement, or if Optionee’s employment is terminated by the Company without Cause or by Optionee for Good Reason within twelve (12) months after the effective date of a Change in Control, all Options shall become fully vested and exercisable.

3. Term of Options and Limitations on Right to Exercise . The term of the Options will be for a period of ten years, expiring at 5:00 p.m., Eastern Time, on the tenth anniversary of the Grant Date (the “Expiration Date”). To the extent not previously exercised, the Options will lapse prior to the Expiration Date upon the earliest to occur of the following circumstances:

(a) Three months after the termination of Optionee’s Continuous Status as a Participant for any reason other than (i) termination for Cause or (ii) by reason of Optionee’s death or Disability.

(b) Twelve months after the date of the termination of Optionee’s Continuous Status as a Participant by reason of Disability.

(c) Twelve months after the date of Optionee’s death, if Optionee dies while employed, or during the three-month period described in subsection (a) above or during the twelve-month period described in subsection (b) above and before the Options otherwise lapse. Upon Optionee’s death, the Options may be exercised by Optionee’s beneficiary designated pursuant to the Plan.

(d) 5:00 p.m., Eastern Time, on the date of the termination of Optionee’s Continuous Status as a Participant if such termination is for Cause.

Subject to compliance with Section 409A of the Code, the Committee may, prior to the lapse of the Options under the circumstances described in sections (a), (b), (c) or (d) above, extend the time to exercise the Options as determined by the Committee in writing, but if the Options are so extended, then to the extent that they are exercised more than three months after the termination of Optionee’s employment other than by death or Disability, or more than one year after Optionee’s Disability, the Options will automatically become Non-Qualified Stock Options. If Optionee returns to employment with the Company during the designated post-termination exercise period, then Optionee shall be restored to the status Optionee held prior to such termination but no vesting credit will be earned for any period


 
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