EXHIBIT 99.5
FORM OF XIONICS DOCUMENT TECHNOLOGIES, INC. STOCK OPTION AGREEMENT
XIONICS DOCUMENT TECHNOLOGIES, INC.
STOCK OPTION AGREEMENT
(TIME VESTED)
AGREEMENT dated this Enter Day in Numeric (Example: First) day of Enter
Month 199Enter Last Number of Year (9 = 1999) between Xionics Document
Technologies, Inc., a corporation organized under the laws of the State of
Delaware (the "Company"), and the individual identified below, residing at the
address there set out (the "Optionee")
1. GRANT OF OPTION. Pursuant to the Company's 199Enter Last Number of
Option Plan Year (3,5 or 6) Stock Option Plan as attached hereto as EXHIBIT A
(the "Plan"), the Company grants to the Optionee an option (the "Option) to
purchase from the Company all or any part of a total of Enter Number of Options
(1,000) shares (the "Optioned Shares") of the Company's Common Stock, par value
$.01 per share (the "Stock"), at a price of Enter Price in words (Six) Dollars
and Enter Cents in Words (Seventy Five and Three Quarter) Cents ($Enter Price
(6.7575)) per share. This Option is granted as of the date hereof.
2. CHARACTER OF OPTION. This Option is intended to be treated as an
"incentive stock option" within the meaning of Section 422 of the Internal
Revenue Code of 1986, amended.
3. DURATION OF OPTION. This Option shall expire on the tenth anniversary of
the date of this Agreement.
4. EXERCISE OF OPTION. Optioned Shares shall become available for purchase
under this Option in sixteen (16) equal installments of Enter Number of Options
Per Quarter Vesting (# of Options divided by 16) Optioned Shares each, one such
installment available from and after the first day of each of the sixteen (16)
consecutive calendar quarters beginning subsequent to the date of this
Agreement.
Until its expiration, exercise of this Option at any time may be for any number
of Optioned Shares then available for purchase under this Option and shall be
effected in the manner specified in Section 11 of the Plan.
5. TRANSFER OF OPTION. This Option may not be transferred except by will or
the laws of descent and distribution, and during the lifetime of the Optionee,
may be exercised only by the Optionee.
6. INCORPORATION OF PLAN TERMS. This Option is granted subject to all of
the applicable terms and provisions of the Plan, including but not limited to
the limitations on the Company's obligation to deliver Optioned Shares upon
exercise set forth in Section
12 (RESTRICTIONS ON ISSUES OF SHARES), Section 13 (PURCHASE FOR INVESTMENT;
SUBSEQUENT REGISTRATION), and Section 14 (WITHHOLDING NOTICE OF DISPOSITION OF
STOCK PRIOR TO EXPIRATION OF SPECIFIED HOLDING PERIOD)
7. MISCELLANEOUS. This Agreement shall be construed and enforced in
accordance with the laws of the Commonwealth of Massachusetts and shall be
binding upon and inure to the benefit of any successor or assign of the
Company and any executor, administrator, trustee, guardian, or other legal
representative of the Optionee.
IN WITNESS WHEREOF, the parties have executed this Agreement as a sealed
instrument as of the date first above written.
XIONICS DOCUMENT TECHNOLOGIES, INC. OPTIONEE
By:
-------------------------------- -------------------------------
Xxxxx X. Xxxxxx Enter Full Name
President and CEO
Option Number: 00000Enter Last Three Digits of Option Number from Share Data.
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