0001104659-05-034647 Sample Contracts

CERIDIAN CORPORATION Restricted Stock Award Agreement (Non-employee Director)
Restricted Stock Award Agreement • July 28th, 2005 • Ceridian Corp /De/ • Services-management consulting services • Delaware

THIS AGREEMENT between you, [NAME], and Ceridian Corporation, a Delaware corporation (the “Company”), is dated as of [GRANT DATE] (the “Date of Grant”) and evidences the grant of a Restricted Stock award pursuant to the 2004 Long-Term Stock Incentive Plan of the Company (the “Plan”). Any capitalized term used in this Agreement which is defined in the Plan shall have the same meaning as set forth in the Plan.

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CERIDIAN CORPORATION Non-Qualified Stock Option Agreement (Non-employee Director)
Qualified Stock Option Agreement • July 28th, 2005 • Ceridian Corp /De/ • Services-management consulting services • Delaware

THIS AGREEMENT is entered into and effective as of [GRANT DATE] (the “Date of Grant”), by and between Ceridian Corporation, a Delaware corporation (the “Company”), and [NAME] (the “Optionee”).

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