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Exhibit 10.15
[XIONICS LOGO]
XIONICS DOCUMENT TECHNOLOGIES, INC.
STOCK OPTION AGREEMENT
(TIME VESTED)
AGREEMENT dated this 27th of June, 1997, 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 1996 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 150,000 shares (the "Optioned
Shares") of the Company's Common Stock, par value $.01 per share (the
"Stock"), at a price of Eleven Dollars and Fifty cents per share. This
Option is granted as of April 1, 1997.
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, as amended.
3. DURATION OF OPTION. This Option shall expire on the earlier
of (a) the tenth anniversary of the date of this Agreement, or (b) the
ninetieth (90th) day following the Optionee's termination of the
employment or other association with the Company and its Affiliates for
any reason.
4. EXERCISE OF OPTION. Optioned Shares shall become available
for purchase under this Option in sixteen (16) equal installments of
9,375 Optioned Shares each, one (1) such installment is immediately
available for exercise; and the balance of (15) fifteen installments
are exercisable from and after the first day of each of the fifteen
(15) consecutive calendar quarters beginning subsequent to the date of
this Agreement;
PROVIDED, HOWEVER, that after termination of the Optionee's employment
or other association with the Company no additional installments of the
Optioned Shares shall become available for purchase. 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 OPTIONS. 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.
[LETTER FOOT OF XIONICS]
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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 ISSUE 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.
By: Xxxxxx X. Xxxxxx /s/ Xxxxx Xxxxxx
-----------------------------------
/s/ Xxxxxx X. Xxxxxx Optionee: Xxxxx Xxxxxx
Title: Chief Executive Officer Optionee's Address:
-----------------------
00 Xxxxxx Xxxx
-----------------------------------
Xxxxxxxxx, XX 00000
-----------------------------------
-----------------------------------
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[XIONICS LOGO]
XIONICS DOCUMENT TECHNOLOGIES, INC.
STOCK OPTION AGREEMENT
(TIME VESTED)
AGREEMENT dated this 27th of June, 1997, 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 1996 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 100,000 shares (the "Optioned Shares") of the Company's Common
Stock, par value $.01 per share (the "Stock"), at a price of Eleven Dollars and
Fifty cents per share. This Option is granted as of April 1, 1997.
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, as amended.
3. DURATION OF OPTION. This Option shall expire on the earlier of
(a) the tenth anniversary of the date of this Agreement, or (b) the ninetieth
(90th) day following the Optionee's termination of the employment or other
association with the Company and its Affiliates for any reason.
4. EXERCISE OF OPTION. Optioned Shares shall become available for
purchase under this Option as follows: These options shall becomes 100% vested
on the earlier of (a) the average common Xionics stock price remaining over
Fifty Dollars for (60) sixty consecutive days (in which case the options granted
under this Option will vest at 12:00pm on the day after the end of such (60) day
period; or (b) the eighth anniversary of the date upon which these options have
been granted.
PROVIDED, HOWEVER, that after termination of the Optionee's employment or other
association with the Company, for any reason, no Optioned Shares shall become
available for purchase. 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 OPTIONS. 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.
[LETTER FOOT OF XIONICS]
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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 ISSUE 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.
By: Xxxxxx X. Xxxxxx
/s/ Xxxxxx X. Xxxxxx /s/ Xxxxx Xxxxxx
--------------------------------
Xxxxxx X. Xxxxxx Optionee: Xxxxx Xxxxxx
Title: Chief Executive Officer Optionee's Address:
-----------------------
00 Xxxxxx Xxxx
--------------------------------
Xxxxxxxxx, XX 00000
--------------------------------
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