Common Contracts

2 similar Non-Qualified Stock Option Agreement contracts by Progressive Corp/Oh/

NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 28th, 2006 • Progressive Corp/Oh/ • Fire, marine & casualty insurance

This Agreement (the “Agreement”) is made as of the day of , 19 , between The Progressive Corporation, an Ohio corporation (the “Company”), and <NAME> (the “Optionee”). The Company hereby grants Optionee an option (the “Option”) to purchase <TOTAL_SHARES> Common Shares, $1.00 par value, (the “Common Shares”) of the Company for a per share purchase price of $ (the “Option Price”). The Option has been granted pursuant to The Progressive Corporation 1989 Incentive Plan (as amended and restated) (the “Plan”) and shall include and be subject to all provisions of the Plan, which are hereby incorporated herein by reference, and shall be subject to the following provisions of this Agreement:

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NON-QUALIFIED STOCK OPTION AGREEMENT
Non-Qualified Stock Option Agreement • February 28th, 2006 • Progressive Corp/Oh/ • Fire, marine & casualty insurance

through its fiduciary) or by the Optionee’s duly authorized legal representative, during the period and to the extent authorized in the Plan.

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