0001144204-09-009685 Sample Contracts

VARIAN MEDICAL SYSTEMS, INC. Grant Agreement – Deferred Stock Units
Grant Agreement • February 18th, 2009 • Varian Medical Systems Inc • Electromedical & electrotherapeutic apparatus • Delaware

GRANT AGREEMENT made as of ____________, 20__ (the “Grant Date”) between Varian Medical Systems, Inc., a Delaware corporation (the “Company”), and ______________ (the “Director”).

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VARIAN MEDICAL SYSTEMS, INC. SECOND AMENDED AND RESTATED NON-EMPLOYEE DIRECTOR NONQUALIFIED STOCK OPTION AGREEMENT
Nonqualified Stock Option Agreement • February 18th, 2009 • Varian Medical Systems Inc • Electromedical & electrotherapeutic apparatus • California

Varian Medical Systems, Inc. (the “Company”) hereby grants you, «FNAME» «LNAME» (the “Director”), a nonqualified stock option under the Company’s Second Amended and Restated 2005 Omnibus Stock Plan (the “Plan”), to purchase shares of common stock of the Company (“Shares”)*. The date of this Agreement is «GrantDate» (the “Grant Date”)*. In general, the latest date this option will expire is «ExpirationDate» (the “Expiration Date”) as stated on the Grant Summary*. However, as provided in the attached Non-Employee Director, Terms and Conditions of Nonqualified Stock Option (“Appendix A”), this option may expire earlier than the Expiration Date. Subject to the provisions of Appendix A and of the Plan, the principal features of this option are as follows:

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