EFFECTIVE DATE: MAY ___, 2002 LEGATO SYSTEMS, INC. STOCK OPTION ASSUMPTION AGREEMENT Dear [OTG Optionee]: As you know, on [ ] (the "Closing Date") Legato Systems, Inc. ("Legato") acquired OTG Software, Inc. ("OTG") (the "Acquisition"). In the...Stock Option Assumption Agreement • May 17th, 2002 • Legato Systems Inc • Services-prepackaged software
As you know, on [ ] (the "Closing Date") Legato Systems, Inc. ("Legato") acquired OTG Software, Inc. ("OTG") (the "Acquisition"). In the Acquisition, each share of OTG common stock was exchanged for 0.6876 of a share of Legato common stock plus a cash payment of $2.50 (the "Exchange Ratio"). On the Closing Date you held one or more outstanding options to purchase shares of OTG common stock granted to you under the OTG 2000 Stock Incentive Plan and/or the 1998 Stock Incentive Plan (the "Plans") and documented with a stock option agreement(s) and any amendment(s) or waivers thereto (collectively, the "Option Agreement") issued to you under the Plans (the "OTG Options"). In accordance with the Acquisition, on the Closing Date Legato assumed all obligations of OTG under the OTG Options. This Agreement evidences the assumption of the OTG Options, including the necessary adjustments to the OTG Options required by the Acquisition.
Exhibit 99.2 OTG Software, Inc. Incentive Stock Option Agreement Granted Under 2000 Stock Incentive Plan --------------------------------------- 1. Grant of Option. --------------- This agreement evidences that grant by OTG Software, Inc., a Delaware...Incentive Stock Option Agreement • May 17th, 2002 • Legato Systems Inc • Services-prepackaged software
Exhibit 99.4 OPTICAL TECHNOLOGY GROUP, INC. Incentive Stock Option Agreement Granted Under 1998 Stock Incentive Plan --------------------------------------- 1. Grant of Option. --------------- This agreement evidences the grant by Optical Technology...Incentive Stock Option Agreement • May 17th, 2002 • Legato Systems Inc • Services-prepackaged software
Exhibit 99.6 Smart Storage, Inc. ------------------- Employee Non-Qualified Stock Option Agreement --------------------------------------------- Smart Storage, Inc., a Massachusetts Corporation (the "Company"), hereby grants this (Date), to (Name)...Employee Non-Qualified Stock Option Agreement • May 17th, 2002 • Legato Systems Inc • Services-prepackaged software • Massachusetts
