0001169232-03-002434 Sample Contracts

Contract
Stock Bonus Agreement • March 31st, 2003 • Scientific Learning Corp • Services-educational services

SCIENTIFIC LEARNING CORPORATION STOCK BONUS AGREEMENT (1999 EQUITY INCENTIVE PLAN) Pursuant to the Stock Bonus Grant Notice (“Grant Notice”) and this Stock Bonus Agreement (collectively, the “Award”) and in consideration of your past services, Scientific Learning Corporation (the “Company”) has awarded you a stock bonus under its 1999 Equity Incentive Plan (the “Plan”) for the number of shares of the Company’s Common Stock subject to the Award as indicated in the Grant Notice. Defined terms not explicitly defined in this Stock Bonus Agreement but defined in the Plan shall have the same definitions as in the Plan. The details of your Award are as follows: 1. VESTING. Your Award shall be 100% vested at all times. 2. NUMBER OF SHARES. The number of shares subject to your Award may be adjusted from time to time for Capitalization Adjustments, as provided in the Plan. 3. SECURITIES LAW COMPLIANCE. You may not be issued any shares under your Award unless the shares are either (i) then reg

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