0001193125-05-033605 Sample Contracts

FORM OF STOCK GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTORS UNDER SECTION 11 OF THE XTO ENERGY INC.
2004 Stock Incentive Plan • February 22nd, 2005 • Xto Energy Inc • Crude petroleum & natural gas

THIS AGREEMENT is entered into this day of , 200 , between XTO Energy Inc., a Delaware corporation (herein called “Company”), and (herein called “Grantee”), pursuant to the provisions of the XTO Energy Inc. 2004 Stock Incentive Plan (the “Plan”). The Corporate Governance and Nominating Committee of the Board of Directors of the Company (the “Committee”) has determined that Grantee is eligible to be a participant in the Plan and, to carry out its purposes, has this day authorized the grant, pursuant to the Plan, of the shares set forth below to Grantee.

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