0001193125-06-094519 Sample Contracts

EQUITY COMPENSATION PLAN NONQUALIFIED STOCK OPTION AGREEMENT
Equity Compensation Plan • May 1st, 2006 • Itt Educational Services Inc • Services-educational services

This Agreement (“Agreement”), effective as of the day of , 2 (“Grant Date”), is by and between ITT Educational Services, Inc. (“Company”) and (“Grantee”).

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EQUITY COMPENSATION PLAN RESTRICTED STOCK AWARD AGREEMENT
Equity Compensation Plan • May 1st, 2006 • Itt Educational Services Inc • Services-educational services

The Grantee now serves the Company or a Subsidiary as either an Employee or a Non-Employee Director, and in recognition of the Grantee’s valued services, the Company, through the Company, desires to provide an opportunity for the Grantee to increase his or her stock ownership in the Company pursuant to the provisions of the 2006 ITT Educational Services, Inc. Equity Compensation Plan (“Plan”).

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