0000950123-11-046521 Sample Contracts

TOTAL SYSTEM SERVICES, INC. STOCK OPTION AGREEMENT
Total System Services • May 6th, 2011 • Total System Services Inc • Services-business services, nec

THIS AGREEMENT (“Agreement”) is made effective as of ____________, by and between TOTAL SYSTEM SERVICES, INC., a Georgia corporation (the “Company”), a Georgia corporation having its principal office at One TSYS Way, Columbus, Georgia, and you (“Option Holder”), an employee of the Company or a Subsidiary of the Company.

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PERFORMANCE SHARE AGREEMENT
Performance Share Agreement • May 6th, 2011 • Total System Services Inc • Services-business services, nec • Georgia

Total System Services, Inc. (“Company”) confirms that, effective ____________ (the “Grant Date”), you were awarded the opportunity to receive Performance Shares with an initial economic value equal to the product of (a) your base salary on the Grant Date multiplied by (b) 50% of your LTIP multiplier as determined by the Committee prior to the Grant Date (such initial economic value being the “_____________ Performance Opportunity”), subject to adjustment based on specified performance measures for the period ____________. The _____________ Performance Opportunity will be converted into Performance Shares pursuant to the provisions of Section 1 below, with one-half of the _____________ Performance Opportunity converted pursuant to Section 1(d) and the other half converted pursuant to Section 1(e). The Performance Shares that you receive in connection with this _____________ Performance Opportunity, if any, are subject to the terms and conditions of this Performance Share Agreement (this

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