JAGGED PEAK, INC.
2005 STOCK INCENTIVE PLAN
(As Amended and Restated July 2008)
The purpose of this Jagged Peak, Inc. 2005 Stock Incentive Plan is to advance the interests of Jagged Peak, Inc., a
corporation organized under the laws of Nevada (the “Company”) by providing eligible key employees, consultants and non-
employee directors of the Company (as designated pursuant to Section 3 below) an opportunity to acquire (or increase) shares
of common stock of the Company, which thereby will create stronger incentives to expend maximum effort for the growth and
success of the Company and will encourage such eligible individuals to remain in the employ or service of the Company.
The 2005 Stock Incentive Plan was approved by the Board of Directors on October 7, 2005. The Stock Incentive Plan
has been amended and restated by the Board of Directors on July 9, 2008, and the amended and restated Stock Incentive Plan
will be submitted to the Company’s stockholders for approval at the 2008 Stockholders meeting.
The following terms shall have the meanings shown:
2.1 “Board of Directors” shall mean the Board of Directors of the Company.
2.2 “Change of Control” shall mean any event described in Section 6.1.
2.3 “Code” shall mean the Internal Revenue Code of 1986, as the same shall be amended from time to time.
2.4 “Common Stock” shall mean shares of the common stock of the Company, no par value, except as provided in
Section 7.2 of the Plan.
2.5 “Consultant” shall mean any individual who performs valuable services for pay for the Company (or any Subsidiary) on
a regular and on-going basis who is not an employee of the Company.
2.6 “Date of Grant” shall mean the date specified by the Board of Directors on which a grant of Options, or a grant or sale
of Restricted Stock, shall become effective, which shall not be earlier than the date on which the Board of Directors takes action
with respect thereto.
2.7 “Fair Market Value” shall mean the fair market value of a share of Comm