Salesforce.com 2005 Annual Report Download - page 154

transfer the Data, in electronic or other form, for the purposes of implementing, administering and managing the Participant's participation in the Plan,
including any requisite transfer of such Data as may be required to a broker or other third party with whom the Participant may elect to deposit any shares
acquired upon exercise of the Option. The Participant understands that Data will be held only as long as is necessary to implement, administer and manage
the Participant's participation in the Plan. The Participant understands that he or she may, at any time, view Data, request additional information about the
storage and processing of Data, require any necessary amendments to Data or refuse or withdraw the consents herein, in any case without cost, by contacting
in writing the Participant's local human resources representative. The Participant understands, however, that refusing or withdrawing the Participant's
consent may affect the Participant's ability to participate in the Plan. For more information on the consequences of the Participant's refusal to consent or
withdrawal of consent, the Participant understands that he or she may contact the Participant's local human resources representative.
3. ADMINISTRATION.
All questions of interpretation concerning this Option Agreement shall be determined by the Committee. All determinations by the Committee
shall be final and binding upon all persons having an interest in the Option. Any Officer shall have the authority to act on behalf of the Company with respect
to any matter, right, obligation, or election which is the responsibility of or which is allocated to the Company herein, provided the Officer has apparent
authority with respect to such matter, right, obligation, or election.
4. EXERCISE OF THE OPTION.
4.1 Right to Exercise. Except as otherwise provided herein, the Option shall be exercisable prior to the termination of the Option (as provided in
Section 6) in an amount not to exceed the number of Vested Shares less the number of shares previously acquired upon exercise of the Option. In no event
shall the Option be exercisable for more shares than the Number of Option Shares, as adjusted pursuant to Section 9.
4.2 Method of Exercise. Exercise of the Option shall be by means of electronic or written notice (the "Exercise Notice") in a form authorized by
the Company. An electronic Exercise Notice must be digitally signed or authenticated by the Participant in such manner as required by the notice and
transmitted to the Chief Financial Officer of the Company or other authorized representative of the Company (including a third-party administrator designated
by the Company). In the event that the Participant is not authorized or is unable to provide an electronic Exercise Notice, the Option shall be exercised by a
written Exercise Notice addressed to the Company, which shall be signed by the Participant and delivered in person, by certified or registered mail, return
receipt requested, by confirmed facsimile transmission, or by such other means as the Company may permit, to the Chief Financial Officer of the Company,
or other authorized representative of the Company (including a third-party administrator designated by the Company). Each Exercise Notice, whether
electronic or written, must state the Participant's election to exercise the Option, the number of whole shares of Stock for which the Option is being exercised
and such other representations and agreements as to the Participant's