Confidentiality and Business Protection AgreementConfidentiality Agreement • August 26th, 2010 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Confidentiality and Business Protection Agreement (“Agreement”) is hereby entered into by and between Michael A. Lynch (“Executive”) and Cardinal Health, Inc., an Ohio Corporation (the “Company”) effective as of September 29, 2008. It is hereby agreed as follows:
CARDINAL HEALTH, INC. RESTRICTED SHARES AGREEMENTRestricted Shares Agreement • August 26th, 2010 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Agreement is entered into in Franklin Country, Ohio. On [grant date] (the “Grant Date”), Cardinal Health, Inc., an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”), [# of shares] common shares, without par value, of the Company (the “Restricted Shares”). The Restricted Shares have been granted pursuant to the Cardinal Health, Inc. 2005 Long-Term Incentive Plan, as amended (the “Plan”), and shall be subject to all provisions of the Plan, which are incorporated herein by reference, and shall be subject to the provisions of this Restricted Shares Agreement (this “Agreement”). Capitalized terms used in this Agreement which are not specifically defined shall have the meanings ascribed to such terms in the Plan.
CARDINAL HEALTH, INC. RESTRICTED SHARE UNITS AGREEMENTRestricted Share Units Agreement • August 26th, 2010 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Restricted Share Units Agreement (this “Agreement”) is entered into in Franklin County, Ohio. On [grant date] (the “Grant Date”), Cardinal Health, Inc, an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”) [# of shares] Restricted Share Units (the “Restricted Share Units” or “Award”), representing an unfunded unsecured promise of the Company to deliver common shares, without par value, of the Company (the “Shares”) to Awardee as set forth herein. The Restricted Share Units have been granted pursuant to the Cardinal Health, Inc. 2005 Long-Term Incentive Plan (As Amended and Restated as of November 5, 2008), as amended (the “Plan”), and shall be subject to all provisions of the Plan, which are incorporated herein by reference, and shall be subject to the provisions of this Agreement. Capitalized terms used in this Agreement which are not specifically defined shall have the meanings ascribed to such terms in the Plan.
OMNIBUS AMENDMENT AND WAIVEROmnibus Amendment and Waiver • August 26th, 2010 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Illinois
CARDINAL HEALTH, INC. NONQUALIFIED STOCK OPTION AGREEMENTNonqualified Stock Option Agreement • August 26th, 2010 • Cardinal Health Inc • Wholesale-drugs, proprietaries & druggists' sundries • Ohio
This Nonqualified Stock Option Agreement (this “Agreement”) is entered into in Franklin County, Ohio. On [date of grant] (the “Grant Date”), Cardinal Health, Inc., an Ohio corporation (the “Company”), has awarded to [employee name] (“Awardee”), an option (the “Option”) to purchase [# of shares] common shares, without par value, of the Company (the “Shares”) for a price of [$X.XX] per share. The Option has been granted under the Cardinal Health, Inc. 2005 Long-Term Incentive Plan (As Amended and Restated as of November 5, 2008), as amended (the “Plan”), and will include and be subject to all provisions of the Plan, which are incorporated herein by reference, and will be subject to the provisions of this Agreement. Capitalized terms used in this agreement which are not specifically defined will have the meanings ascribed to such terms in the Plan. [CLIFF ALTERNATIVE: This Option shall vest and become exercisable on the [ ] anniversary of the Grant Date (the “Vesting Date”), subject to th
