VIRAGE, INC. NONSTATUTORY STOCK OPTION AGREEMENTNonstatutory Stock Option Agreement • October 20th, 2003 • Autonomy Corp PLC • Services-prepackaged software • California
THIS NONSTATUTORY STOCK OPTION AGREEMENT (the “Option Agreement”) is made and entered into as of the Date of Option Grant by and between Virage, Inc. and ________________________ (the “Optionee”).
AUTONOMY CORPORATION PLC STOCK OPTION ASSUMPTION AGREEMENTStock Option Assumption Agreement • October 20th, 2003 • Autonomy Corp PLC • Services-prepackaged software
As you know, on September 2, 2003 (the “Closing Date”) Autonomy Corporation plc (“Autonomy”) acquired Virage, Inc. (“Virage”) (the “Acquisition”). On the Closing Date you held one or more outstanding options (the “Virage Options”) to purchase shares of Virage, Inc. common stock granted to you under the Virage, Inc. [PLAN] (the “Plan”), each documented with an option agreement (such option agreement, including any amendments thereto entered into prior to the consummation of the Acquisition, the “Option Agreement”) issued to you under the Plan. In accordance with the terms of the Acquisition, Autonomy assumed all obligations of Virage under the Virage Options. As a result, each option to acquire shares of Virage common stock was adjusted to reflect an exchange ratio (the “Exchange Ratio”) of 0.35637674 of a share of Autonomy Ordinary Shares (“Autonomy Shares”) for each share of Virage common stock. This Agreement evidences the assumption of the Virage Options, including the adjustments t
ContractIncentive Stock Option Agreement • October 20th, 2003 • Autonomy Corp PLC • Services-prepackaged software • California
THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102, OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.
ContractNonstatutory Stock Option Agreement • October 20th, 2003 • Autonomy Corp PLC • Services-prepackaged software • California
THE SECURITIES WHICH ARE THE SUBJECT OF THIS AGREEMENT HAVE NOT BEEN QUALIFIED WITH THE COMMISSIONER OF CORPORATIONS OF THE STATE OF CALIFORNIA AND THE ISSUANCE OF SUCH SECURITIES OR THE PAYMENT OR RECEIPT OF ANY PART OF THE CONSIDERATION THEREFOR PRIOR TO SUCH QUALIFICATION IS UNLAWFUL, UNLESS THE SALE OF SECURITIES IS EXEMPT FROM QUALIFICATION BY SECTION 25100, 25102, OR 25105 OF THE CALIFORNIA CORPORATIONS CODE. THE RIGHTS OF ALL PARTIES TO THIS AGREEMENT ARE EXPRESSLY CONDITIONED UPON SUCH QUALIFICATION BEING OBTAINED, UNLESS THE SALE IS SO EXEMPT.
