ADC TELECOMMUNICATIONS, INC. NONQUALIFIED STOCK OPTION AGREEMENT
Exhibit 10-ff
ADC TELECOMMUNICATIONS, INC.
NONQUALIFIED STOCK OPTION AGREEMENT
NONQUALIFIED STOCK OPTION AGREEMENT
Optionee:
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Option Number: | |
Optionee ID:
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Plan: GSIP/1991 |
This Nonqualified Stock Option Agreement (the “Agreement”) is entered into effective by and between
ADC Telecommunications, Inc., a Minnesota corporation, (the “Company”), and the above-identified
Optionee pursuant to the Company’s Global Stock Incentive Plan (the “Plan”).
Effective the date written above, the Optionee has been granted an option (the “Option”) to
purchase all or any part of an aggregate of shares of common stock, par value US$.20 per share, of
the Company (the “Common Stock”) at the price of US$ per share subject to the terms and conditions
set forth herein, the Plan and Exhibits A and B to this Agreement. This Option is not intended to
be an incentive stock option within the meaning of Section 422 of the Internal Revenue Code of
1986, as amended (the “Code”).
The total aggregate purchase price for all of the shares purchasable under this Option is US$.
Subject to the terms and conditions of this Agreement, Exhibits A and B to this Agreement and the
Plan, this Option shall in all events terminate seven (7) years after the date of grant (the
“Expiration Date”). The shares subject to this Option shall vest and may be exercised in whole or
in part by the Optionee according to the following vesting schedule:
Number of Option | ||||
Vesting Date | Shares Vesting | Expiration Date | ||
Subject to the provisions of the Plan and Exhibits A and B, the Optionee must be actively employed
by the Company or any of its Affiliates on each Vesting Date for vesting to occur. Termination of
employment after a Vesting Date may accelerate the Expiration Date (see terms of the Plan and
Exhibits A and B).
Optionee and the Company agree that these Options are granted under and governed by the terms and
conditions of this Agreement, Exhibits A and B to this Agreement, and the Plan. Each of these
documents and a Prospectus related to shares covered by the Plan has been provided to Optionee.
Optionee specifically acknowledges that Exhibit A to this Agreement contains an agreement by
Optionee not to solicit employees of the Company or its Affiliates on behalf of any other employer,
a data privacy consent by Optionee and certain other acknowledgements by Optionee. In addition,
Optionee acknowledges that Exhibit B includes country-specific terms which apply to the Option.
Optionee acknowledges that this Option is subject to the ongoing discretionary authority of the
Company to determine: (i) the permissible manner of exercise of the Option (including but not
limited to the authority of the Company to require a mandatory cashless exercise); (ii) the
permissible timing of exercise of the Option; and (iii) any other restrictions that the Company
deems necessary and advisable, including but not limited to restrictions pertaining to applicable
law. Optionee further acknowledges that in the event the Optionee chooses to effect a simultaneous
exercise and sale of all or a portion of the shares that are subject to this Option, neither the
Company nor its third party stock option administrator will guarantee any particular market price
for the sale of the shares, nor shall the Company or its third party administrator be responsible
for any failure to obtain any particular market price due to delays in the exercise of this Option
or any other reason.
ADC TELECOMMUNICATIONS, INC.
Xxxxxxx X. Xxxxxx, Vice President, Corporate Secretary | Date |
Version Effective December 18, 2006 | -Over- |
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& General Counsel | ||||||||||
OPTIONEE | ||||||||||
Date | ||||||||||
Government/Taxpayer ID# | ||||||||||
Home Address |
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THE OPTIONEE MUST PROMPTLY SIGN AND RETURN THIS AGREEMENT TO THE COMPANY AT THE ADDRESS LISTED
BELOW. IF THIS AGREEMENT IS NOT SIGNED AND RETURNED WITHIN SIXTY (60) DAYS FROM THE DATE OF
MAILING THIS AGREEMENT, THIS OPTION SHALL BE VOID AND HAVE NO FORCE OR EFFECT.
Postal Mail:
ADC
Attn: HR Stock Compensation, MS 56
X.X. Xxx 0000
Xxxxxxxxxxx, XX 00000-0000 XXX
ADC
Attn: HR Stock Compensation, MS 56
X.X. Xxx 0000
Xxxxxxxxxxx, XX 00000-0000 XXX
Express Mail:
ADC
Attn: HR Stock Compensation, MS 56
00000 Xxxxxxxxxx Xxxxx
Xxxx Xxxxxxx, XX 00000 XXX
ADC
Attn: HR Stock Compensation, MS 56
00000 Xxxxxxxxxx Xxxxx
Xxxx Xxxxxxx, XX 00000 XXX
For questions regarding this Option, please contact ADC’s HR Stock Compensation Group as follows:
Email: xxxxxxxxxxxxx@xxx.xxx
Facsimile: 000-000-0000
Telephone: 000-000-0000
800-366-3889 ext. 70576
800-366-3889 ext. 70576
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