EXHIBIT 99.13
XXXXXXX.XXX, LTD.
STOCK PURCHASE AGREEMENT
I hereby elect to participate in the 1999 Employee Stock Purchase Plan
(the "ESPP") for the offering period specified below, and I hereby subscribe to
purchase shares of Common Stock of XxxXxxx.xxx, Ltd. (the "Corporation") in
accordance with the provisions of this Agreement and the ESPP. I hereby
authorize payroll deductions from each of my paychecks following my entry into
the offering period in the 1% multiple of my cash earnings (not to exceed a
maximum of 15%) specified in my attached Enrollment Form.
The offering period is divided into a series of consecutive purchase
intervals. With the exception of the initial purchase interval which begins at
the time of the initial public offering of the Common Stock and ends on January
31, 2000, those purchase intervals will each be of six months duration and begin
on the first business day of February and August each year during the offering
period. My participation will automatically remain in effect from one purchase
interval to the next in accordance with my payroll deduction authorization,
unless I withdraw from the ESPP or change the rate of my payroll deduction or
unless my employment status changes. I may reduce the rate of my payroll
deductions on one occasion per purchase interval, and I may increase my rate of
payroll deductions to become effective at the beginning of any subsequent
purchase interval.
My payroll deductions will be accumulated for the purchase of shares of
the Corporation's Common Stock on the last business day of each purchase
interval within the offering period. The purchase price per share will be equal
to 85% of the LOWER of (i) the fair market value per share of Common Stock on my
entry date into the offering period or (ii) the fair market value per share on
the purchase date. I will also be subject to ESPP restrictions (i) limiting the
maximum number of shares which I may purchase per purchase interval and (ii)
prohibiting me from purchasing more than $25,000 worth of Common Stock for each
calendar year my purchase right remains outstanding.
I may withdraw from the ESPP at any time prior to the last business day
of a purchase interval and elect either to have the Corporation refund all my
payroll deductions for that interval or to have such payroll deductions applied
to the purchase of Common Stock at the end of such interval. However, I may not
rejoin that particular offering period at any later date. Upon the termination
of my employment for any reason, including death or disability, or my loss of
eligible employee status, my participation in the ESPP will immediately cease,
and all my payroll deductions for the purchase interval in which my employment
terminates or my loss of eligibility occurs will automatically be refunded. If I
take an unpaid leave of absence, my payroll deductions will immediately cease,
and any payroll deductions for the purchase interval in which my leave begins
will, at my election, either be refunded or applied to the purchase of shares of
Common Stock at the end of that purchase interval. If my re-employment is
guaranteed by either law or contract, or if I return to active service within
ninety (90) days, then upon my return my payroll deductions will automatically
resume at the rate in effect when my leave began.
The Corporation will issue a stock certificate for the shares purchased
on my behalf after the end of each purchase interval. The certificate will be
issued in street name and will be deposited directly in my
Corporation-designated brokerage account. I will notify the Corporation of any
disposition of shares purchased under the ESPP, and I will satisfy all
applicable income and employment tax withholding requirements at the time of
such disposition.
The Corporation has the right, exercisable in its sole discretion, to
amend or terminate all outstanding purchase rights under the ESPP at any time,
with such amendment or termination to become effective immediately following the
end of any purchase interval. However, such purchase rights may be amended or
terminated with an immediate effective date to the extent necessary to avoid the
Corporation's recognition of compensation expense for financial reporting
purposes, should the accounting principles applicable to the ESPP change. Upon
any such termination, I will cease to have any further rights to purchase shares
of Common Stock under this Agreement.
I have read this Agreement and hereby agree to be bound by the terms of
both this Agreement and the ESPP. The effectiveness of this Agreement is
dependent upon my eligibility to participate in the ESPP.
Date: ________________ 199____
Signature of Employee: ________________________________
Printed Name: _________________________________________
Duration of Offering Period: From: ________________, 1999 to the last
business day in July, 2001
Entry Date into Offering Period: _____________________________
