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EXHIBIT 10.7
Form of Employee Non-Qualified
Option
ORLEANS HOMEBUILDERS,
INC.
NON-QUALIFIED STOCK
OPTION
THIS NON-QUALIFIED STOCK OPTION (the
“Option”) is granted as of the
day of
,
by Orleans Homebuilders, Inc., a Delaware corporation (the
“Company”), to
(the “Optionee”) pursuant to the Orleans
Homebuilders, Inc. 2004 Omnibus Stock Incentive Plan, as
amended and restated (the “Plan”). All
capitalized terms used herein shall have the same meaning as set
forth in the Plan except as otherwise specifically provided or as
may be required by context. This Option is subject in all
regards to the terms, conditions and limitations set forth in the
Plan.
W I T N E S S E T
H:
1.
Grant. The Company hereby grants to the Optionee an Option to
purchase on the terms and conditions hereinafter set forth all or
any part of an aggregate of
Shares (the “Option Shares”) at the purchase price of
$
per Share (the “Option Price”). This Option is
intended to be a non-qualified stock option within the meaning of
the Internal Revenue Code of 1986, as amended (the
“Code”).
2.
Term.
(a)
General Rule. This Option shall become vested and exercisable
pursuant to the schedule set forth below, and shall terminate in
all events at 5:00 p.m. local Philadelphia, Pennsylvania time
ten years from the date hereof, unless sooner terminated under
applicable provisions of the Plan.
Vesting Date
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Number of Shares Vested and Exercisable
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Any installment may be exercised in
whole or in part, except that this Option may in no event be
exercised with respect to fractional shares.
(b)
Termination of Employment. Subject to any acceleration
provided for in Exhibit A attached hereto, in the event this
Option continues to be exercisable for any period after the
Optionee’s termination of employment pursuant to applicable
provisions of the Plan, this Option shall be exercisable during
such period only with respect to the number of Shares as to which
the Option was exercisable immediately prior to the date the
Optionee’s termination of employment or service occurred even
though the Option would have become vested and exercisable with
respect to additional Shares had the Optionee remained employed by
the Company during such period.
3.
Transfers. This Option is not transferable by the Optionee
otherwise than by will or pursuant to the laws of descent and
distribution in the event of the Optionee’s death (in which
event the Option may be exercised by the heirs or legal
representatives of the Optionee). The Option may be exercised
during the lifetime of the Optionee only by the Optionee. Any
attempt at assignment, transfer, pledge or disposition of the
Option contrary to the provisions hereof or the levy of any
execution, attachment or similar process upon the Option other than
as expressly permitted in this Section 3 shall be null and
void and without effect. Any exercise of the Option by a
person other than the Optionee shall be accompanied by appropriate
proofs of the right of such person to exercise the
Option.
4.
Exercise. This Option shall be deemed to have been exercised
on receipt by the Company from the Optionee of written notice of
exercise and receipt of payment in full of the Option Price for the
Shares to be purchased (either in cash or by such other means as is
acceptable to the Committee). Each notice of exercise shall
specify the number of Shares to be purchased and, unless the Shares
are covered by a then current registration statement or a
Notification under Regulation A under the Securities Act,
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