0001193125-09-105519 Sample Contracts

PAETEC HOLDING CORP.
Incentive Stock Option Agreement • May 8th, 2009 • PAETEC Holding Corp. • Telephone communications (no radiotelephone) • Delaware

PAETEC Holding Corp., a Delaware corporation (the “Company”), hereby grants an option to purchase shares of the common stock, par value $.01 per share, of the Company (the “Stock”) to the Grantee named below. The terms and conditions of the option are set forth in this cover sheet, in the attached term sheet (together with this cover sheet, the “Agreement”), and in the Company’s 2007 Omnibus Incentive Plan (the “Plan”).

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