Exhibit 10.08
TELETECH HOLDINGS, INC.
DIRECTORS OPTION AGREEMENT
THIS DIRECTORS OPTION AGREEMENT (the
“Agreement”) is entered into as of June 1, 2007
between TELETECH HOLDINGS, INC., a Delaware corporation (the
“Company”), and
(“Optionee”), a Director of the Company. In
consideration of the mutual promises and covenants made herein, the
parties hereby agree as follows:
1. Grant of Option .
Subject to the terms and conditions of the TeleTech Holdings, Inc.
1999 Amended and Restated Stock Option and Incentive Plan (the
“Plan”), which is incorporated herein by this
reference, the Company grants to Optionee an option (the
“Option”) to purchase
shares (the “Shares”) of the Company’s common
stock, $0.01 par value (“Common Stock”) at an Option
Price of $
per share. The Option may be exercised immediately; however during
the one year period from the date of grant, the Option may be
exercised only into Restricted Common Stock for which the
restrictions will lapse on the one year anniversary of the date of
grant.
The Option is not intended to qualify
as an incentive stock option described in Section 422 of the
Internal Revenue Code of 1986, as amended (the “Code”).
All provisions of this Agreement are to be construed in conformity
with this intention.
2. Term . Except as
provided below, the Option shall be valid for a term commencing on
the date hereof (the “Option Date”) and ending on the
earliest of:
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(a) |
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10 years from the Option Date; |
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(b) |
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the date one year after the Optionee’s death; or |
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(c) |
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the date the Optionee’s membership on the Board of
Directors is terminated for Cause (as defined in the Plan). |
3. Procedure for
Exercise . Exercise of the Option or a portion thereof shall be
effected by the giving of written notice to the Company in
accordance with Section 11 of the Plan and payment of
the pro rata portion of the Option Price prescribed in
Section 1 hereof for the number of Shares to be
acquired pursuant to the exercise.
4. Payment for Shares .
Payment of the Option Price for any Shares purchased pursuant to
the Option shall be made in cash or by such other method as may be
permitted by the Committee administering the Plan in accordance
with the provisions of Section 11 of the Plan. No
Shares shall be delivered upon exercise of the Option until full
payment has been made and all applicable withholding requirements
satisfied.
5. Options Not Transferable
and Subject to Certain Restrictions . The Option is not
transferable, voluntarily or involuntarily, other than by will or
the laws of descent and distribution. During the Optionee’s
lifetime, the Option may be exercised only by Optionee. In the
event of Optionee’s death, the Option may be exercised by the
Optionee’s executor, administrator, or distributee to whom
Optionee’s rights under the Option shall pass by will or by
the laws of descent and distribution to the extent provided in the
Plan.
6. Acceptance of Plan .
Optionee hereby accepts and agrees to be bound by all the