HR Block 2006 Annual Report Download - page 68

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must be exercised by the optionee in writing (unless otherwise ARTICLE 10. AMENDMENT AND DISCONTINUANCE. –
authorized by the Company) within the periods above specified The Board of Directors of the Company shall have the right at any
with respect to all or part of the shares optioned and time during the continuance of the Plan to amend, modify,
accompanied by full payment of the option price thereof. Only supplement, suspend or terminate the Plan, provided that no
one exercise shall be permitted with respect to a single option. If employee’s rights existing at the effective time of such
an optionee exercises an option for less than all of the shares amendment, modification, supplement, suspension or termination
subject to such option, the optionee shall lose all rights to are adversely affected thereby, and provided further that, in the
exercise the option for the balance of the shares subject to the absence of the approval of the holders of a majority of the shares
option. No optionee will be deemed to be a holder of any shares of Common Stock of the Company present in person or by proxy
subject to an option unless and until certificates for such shares at a duly constituted meeting of the shareholders of the
are issued to him or her under the terms of the Plan. As used Company, no such amendment, modification or supplement shall
herein, ‘‘full-time employee’’ means an individual in the employ of (i) increase the aggregate number of shares of Common Stock
the Company or one of its subsidiaries in a job designated by the that may be issued under the Plan, unless such increase is by
applicable employer to be a full-time job. reason of any change in the capital structure referred to in
D. Non-transferability of Option; Termination upon Death. The Article 7 hereof, (ii) materially modify the requirements as to
option shall be exercisable only by the optionee and shall not be eligibility for participation in the Plan, or (iii) materially increase
transferable by him or her. The option shall terminate upon the the benefits accruing to participants under the Plan.
death of the optionee.
E. Qualification of Stock. Each option shall be subject to the ARTICLE 11. EFFECTIVE DATE; EXPIRATION OF PLAN. –
requirement that if at any time the Board of Directors of the The Plan shall be effective on June 30, 1999 (with the grant of
Company shall determine, in its discretion, that qualification or options on that date) and, unless extended, shall terminate on
registration of the shares of stock thereby covered under any December 31, 2009, but no termination of the Plan, whether
state or federal law, or the consent or approval of any under the provisions of this Article 11 or otherwise, shall affect
governmental regulatory body, is necessary or desirable as a the continuance of any option granted hereunder prior to
condition of or in connection with the granting of such option or said date.
the purchase of shares thereunder, the option may not be
exercised in whole or in part unless and until such qualification
or registration, consent or approval shall have been effected or
obtained free of any conditions not acceptable to the Board of
Directors of the Company, at its discretion.
H&R BLOCK 2006 Proxy Statement
C-3