0001104659-05-026193 Sample Contracts

FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER THE MAC-GRAY CORPORATION 2005 STOCK OPTION AND INCENTIVE PLAN
Non-Qualified Stock Option Agreement • May 31st, 2005 • Mac-Gray Corp • Services-personal services

Pursuant to the Mac-Gray Corporation 2005 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Mac-Gray Corporation (the “Company”) hereby grants to the Optionee named above, who is a Director of the Company but is not an employee of the Company, an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.01 per share (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

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FORM OF INCENTIVE STOCK OPTION AGREEMENT UNDER THE MAC-GRAY CORPORATION 2005 STOCK OPTION AND INCENTIVE PLAN
Incentive Stock Option Agreement • May 31st, 2005 • Mac-Gray Corp • Services-personal services

Pursuant to the Mac-Gray Corporation 2005 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Mac-Gray Corporation (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.01 per share (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

FORM OF RESTRICTED STOCK AWARD AGREEMENT UNDER THE MAC-GRAY CORPORATION 2005 STOCK OPTION AND INCENTIVE PLAN
Restricted Stock Award Agreement • May 31st, 2005 • Mac-Gray Corp • Services-personal services

Pursuant to the Mac-Gray Corporation 2005 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Mac-Gray Corporation (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of Common Stock, par value $0.01 per share (the “Stock”) of the Company specified above, subject to the restrictions and conditions set forth herein and in the Plan.

FORM OF NON-QUALIFIED STOCK OPTION AGREEMENT FOR COMPANY EMPLOYEES UNDER THE MAC-GRAY CORPORATION 2005 STOCK OPTION AND INCENTIVE PLAN
Non-Qualified Stock Option Agreement • May 31st, 2005 • Mac-Gray Corp • Services-personal services

Pursuant to the Mac-Gray Corporation 2005 Stock Option and Incentive Plan (the “Plan”) as amended through the date hereof, Mac-Gray Corporation (the “Company”) hereby grants to the Optionee named above an option (the “Stock Option”) to purchase on or prior to the Expiration Date specified above all or part of the number of shares of Common Stock, par value $0.01 per share (the “Stock”) of the Company specified above at the Option Exercise Price per Share specified above subject to the terms and conditions set forth herein and in the Plan.

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