EXHIBIT 99.15
ADVANCED FIBRE COMMUNICATIONS, INC.
STOCK PURCHASE AGREEMENT
I hereby elect to participate in the Employee Stock Purchase Plan (the
"ESPP") effective with the Entry Date specified below, and I hereby subscribe to
purchase shares of Common Stock of Advanced Fibre Communications, Inc. (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 ESPP in the 1% multiple of my earnings (not to exceed a maximum
of 10%) specified in my attached Enrollment Form.
Each offering period is divided into a series of successive purchase
intervals. The initial purchase interval is to begin at the time of the initial
public offering of the Common Stock and end on January 31, 1997. Subsequent
purchase intervals will each be of six (6) months duration and will run from the
first business day of February to the last business day of July each year and
from the first business day of August each year until the last business of
January in the following year. My participation will automatically remain in
effect from one offering period to the next in accordance with this Agreement
and 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 deduction to become effective at
the beginning of any subsequent purchase interval within the offering period.
My payroll deductions will be converted into U.S. Dollars on the last U.S.
business day of each month. My payroll deductions as so converted will be
accumulated for the purchase of shares of the Corporation's Common Stock on the
last U.S. 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 semi-annual purchase date. I
will also be subject to ESPP restrictions (i) limiting the maximum number of
shares which I may purchase on any one purchase date to 1,500 shares and (ii)
prohibiting me from purchasing more than U.S.$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 purchase interval or to have those payroll
deductions applied to the purchase of shares of the Corporation's 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. Upon my
return to active service, my payroll deductions will automatically resume at the
rate in effect when my leave began.
A stock certificate for the shares purchased on my behalf at the end of
each purchase interval will automatically be deposited into a brokerage account
which the Corporation will open on my behalf. I will notify the Corporation of
any sale or disposition of my ESPP shares, and I will satisfy all applicable
income and employment tax withholding requirements at the time of such sale or
disposition.
The Corporation has the right, exercisable in its sole discretion, to amend
or terminate the ESPP at any time, with such amendment or termination to become
effective immediately following the exercise of outstanding purchase rights at
the end of any current purchase interval. Should the Corporation elect to
terminate the ESPP, I will have no further rights to purchase shares of Common
Stock pursuant to this Agreement.
I have received a copy of the official Plan Prospectus summarizing the
major features of the ESPP. I have read this Agreement and the Prospectus 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.
I acknowledge that I have received and may continue to receive the
opportunity to purchase stock under the ESPP. I understand that the grant of a
purchase right in one year or at one time does not in any way obligate the
Corporation or AFTEK-HK to make a grant or award in any future year or in any
given amount. I acknowledge and understand that the ESPP is wholly
discretionary in nature and is not to be considered part of my normal or
expected compensation subject to severance, resignation, redundancy or similar
pay.
I hereby authorize and direct AFTEK-HK to disclose to the Corporation or
any of its subsidiaries such information regarding my employment, the nature and
amount of my compensation and the fact and conditions of my participation in the
ESPP as AFTEK-XX xxxxx necessary to facilitate the administration of such ESPP.
Date: ___________________, 199__ ___________________________________
Signature of Employee
Entry Date: ________________, 199__ Printed Name: _____________________