OPTIUM CORPORATION EmployeeNotice of Grant of Non-Qualified Stock Option
Exhibit 10.5
OPTIUM CORPORATION
Employee Notice of Grant of Non-Qualified Stock Option
Mark Colyar (the “Optionee”) has been granted an option (the “Option”) to purchase certain shares of Optium Corporation common stock (the “Stock”) pursuant to the Optium Corporation 2006 Stock Option and Incentive Plan, as amended (the “Plan”), as follows:
| Grant Date: | March 3, 2007 |
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| Number of Option Shares: | 31,500 |
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| Option Exercise Price per Share: | $20.85 |
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| Expiration Date: | February 28, 2017 |
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| Tax Status of Option: | Non-Qualified |
Vested Shares: Except as provided in Stock Option Agreement, and provided that the Optionee’s employment by the Company or any of its subsidiaries has not terminated prior to any applicable vesting date, the shares will vest 25% on March 1, 2008 and 2.08% monthly thereafter with the final vesting occurring on March 1, 2011. Fractional shares are not exercisable until fractional shares equal a whole share. In addition, there shall be acceleration of vesting of 25% of original grant (or 100% of remaining unvested portion is less) following termination without Cause or Constructive Termination (each term as defined in Optionee’s Employment Agreement with the Company) within one year of an Acquisition (as defined in the Plan).
By their signatures below, the Company and the Optionee agree that the Option is governed by this Notice and by the provisions of the Plan and the Non-Qualified Stock Option Option Agreement, both of which are attached to and made a part of this document. The Optionee acknowledges receipt of a copy of the Plan and the Option Agreement, represents that the Optionee has read and is familiar with their provisions, and hereby accepts the Option subject to all of their terms and conditions. In the event that there is a conflict between the Option Agreement and this Notice, the terms of Option Agreement shall govern. This Notice may be executed in two or more counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same document.
| OPTIUM CORPORATION |
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| By: | /s/ Eitan Gertel |
| By: | /s/ Mark Colyar | ||
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| Name: | Eitan Gertel |
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| Mark Colyar |
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| Title: | CEO, President & Chairman |
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| Address: | 200 Precision Road |
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| Horsham, PA 19044 |
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ATTACHMENTS: Optium Corporation 2006 Stock Option and Incentive Plan, as amended through the Grant Date, the Option Agreement, Plan Information Statement and IPO Final Prospectus
