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MxEnergy Inc. INCENTIVE STOCK OPTION AGREEMENT

Stock Option Agreement

MxEnergy Inc.

 

INCENTIVE STOCK OPTION AGREEMENT

 | Document Parties: MXENERGY CAPITAL CORP. You are currently viewing:
This Stock Option Agreement involves

MXENERGY CAPITAL CORP.

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Title: MxEnergy Inc. INCENTIVE STOCK OPTION AGREEMENT
Governing Law: Delaware     Date: 11/3/2006

MxEnergy Inc.

 

INCENTIVE STOCK OPTION AGREEMENT

, Parties: mxenergy capital corp.
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Exhibit 10.30

 

MxEnergy Inc.

 

INCENTIVE STOCK OPTION AGREEMENT

 

AGREEMENT, made as of [             ], and between MxEnergy Inc., a Delaware corporation (“ Company ”), and [                    ] (“ Optionee ”).

 

The Company desires to grant to the Optionee and the Optionee desires to accept from the Company an option to purchase shares of the common stock of the Company, $0.01 par value (“Common Stock”), upon the terms and conditions set forth in this Agreement. These options are subject to the terms of the MxEnergy Inc. 2003 Stock Option Plan (“ Plan ”) although these options are not a part of such Plan but rather are included within the 2001 Stock Option Plan or other contractual agreements of the Company.

 

NOW, THEREFORE, the Company and the Optionee agree as follows;

 

1.             Grant of Option; Option Price . The Company hereby grants to the Optionee an option to purchase [         ] shares of Common Stock at a purchase price per share of [             ] (“ Option ”). The Option is intended to be treated as an incentive stock option within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (“ Code ”), however, notwithstanding such intention, treatment as such will depend upon satisfaction of certain conditions set forth in the Code and may not be available in all instances. It is the responsibility of the Optionee to seek independent tax advice with regard to the tax treatment of the Option, the exercise thereof, the disposition of any Common Stock acquired upon exercise of the Option and any other related matters.

 

2.             Entitlement to Exercise Option; Term of Option . The Option shall become exercisable only in accordance with the schedule below based upon the number of full years of the Optionee’s continuous employment with the Company or an Affiliate as defined in the Plan) following the date of grant. Unless sooner terminated pursuant to the terms of this Agreement, the Option will expire if and to the extent that it is not exercised on or before January 31, 2014.

Full Years of Continuous
Employment/Service
Following Grant Date

 

Incremental
Percentage of Option
Exercisable

 

Cumulative
Percentage of Option
Exercisable

 

Less than 1

 

0

%

0

%

1

 

33.333

%

33.333

%

2

 

33.333

%

66.67

%

3 or more

 

33.333

%

100

%

 

3.             Exercise of Option . Once the Optionee has satisfied the requirements of Section 2 of this Agreement, the Option may be exercised in whole at any time or in part from time to time during the term of the Option, except that no partial exercise may be for less than 100 shares. To exercise the Option, the Optionee shall deliver to the Chief Executive Officer of the Company: (a) a written notice specifying the number of shares of Common Stock to be purchased; (b) payment in full of the exercise price, together with the amount, if any, deemed necessary by the Company to enable it to satisfy any income tax withholding obligations with respect to the

 



 

exercise of the Option (unless other arrangements, acceptable to the Company, are made for the satisfaction of such withholding obligations); and (c) if not previously executed at the time of grant of the Option, the Stockholders’ Agreement described in Section 12 below, executed by Optionee. The Company may (in its sole and absolute discretion) permit all or part of the exercise price to be paid with previously-owned shares of Common Stock owned for at least six months prior to the surrender of such shares in payment of the Option price.

 

4.             Rights as a Stockholder . No shares of Common Stock will be issued or delivered pursuant to an exercise of the Option until full payment for such shares has been made. The Optionee shall have no rights as a stockholder with respect to any shares covered by the Option until a stock certificate for such shares has been issued to the Optionee. Except as otherwise provided herein, no adjustment shall be made for dividends or distributions or other rights for which the record date is prior to the date of issuance of such stock certificate.

 

5.             Investment Representation . In consideration of the grant of the Option, the Optionee hereby represents and warrants to the Company that upon an exercise of the Option, the shares purchased by the Optionee pursuant to such exercise will be acquired for the Optionee’s account for the purpose of investment and not with a view to or for distribution and resale. The Optionee further acknowledges and understands that (a) neither the Option nor any shares of Common Stock issuable upon exercise of the Option have been registered under the Securities Act of 1933 (“ Securities Act ”) and are “restricted securities” within the meaning of Rule 144 under the Act and consequently, are subject to restrictions on transfer and (b) may not be sold unless a registration under the Securities Act is in effect with respect thereto and all relevant state securities laws have been complied with or unless an exemption from such registration or compliance


 
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