EXHIBIT 10.1
Form of Stock Option Grant
Letter for Employees
[Date of Grant]
[Name]
[Address]
[City, State Zip]
Dear [Optionee],
I am pleased to advise you that PLC
Systems Inc. (the “Company”) has, on this date,
pursuant to its 2005 Stock Incentive Plan (the “Plan”),
awarded you [an incentive stock option/a nonstatutory stock option]
to purchase
shares of the Common Stock, no par value per share, of the Company
at a price of $ per
share.
In addition to the terms of the
Plan, the following terms and conditions are applicable with
respect to this option, and your signature below shall constitute
your acknowledgement and acceptance of same:
1.
This option will become exercisable
(“vest”) as to
[ ].
The right of exercise shall be cumulative so that to the extent the
option is not exercised in any period to the maximum extent
permissible it shall continue to be exercisable, in whole or in
part, with respect to all shares for which it is vested until the
earlier of the expiration date or the termination of this option
under Section 2 hereof or the Plan.
2.
This option is subject to the
following exercise terms:
(a)
Should your employment with the
Company (or a parent or subsidiary of the Company) be terminated
for any reason other than death or disability (as defined in the
Internal Revenue Code of 1986, as amended (the “Code”))
or for “Cause” (as defined below), all unexercised
options shall terminate ninety (90) days after the date of your
termination (but in no event after [five (5)/ten (10)] years from
the date of grant); provided , however , that
(i) if, as of the date of such termination for any reason
other than death, disability or for Cause, you are at least 59.5
years old and have been employed by the Company continuously for at
least the five (5) years prior to such date, then all of your
unexercised options shall instead terminate three (3) years
after the date of your termination (but in no event after [five
(5)/ten (10)] years from the date of grant), and (ii) this
option shall be exercisable only to the extent that you were
entitled to exercise this option on the date of such cessation of
employment.
(b)
In the event of termination of your
employment as a result of your death, the outstanding options
exercisable by you at the date of your death may be exercised by
your estate until one (1) year from the date of your death
(but in no event after [five (5)/ten (10)] years from the date of
grant), provided that this option shall be exercisable only
to the extent that this option was exercisable by you on the date
of your death.
(c)
In the event of termination of
your
