FLEXIBLE STOCK INCENTIVE PLAN OF INDIGO N.V.
1. Establishment, Purpose, and Definitions.
a. There is hereby adopted the Flexible Stock Incentive Plan (the “Plan”) of Indigo N.V. (the
b. The purpose of the Plan is to provide a means whereby eligible individuals (as defined in
paragraph 4 below) can acquire Common Stock of the Company (the “Stock”). The plan
provides employees (including officers and directors who are employees) of the Company and of
its Affiliates (as hereinafter defined) an opportunity to purchase shares of Stock pursuant to
options. The Plan also provides for the sale or bonus of Stock to eligible individuals in
connection with the performance of services for the Company or its Affiliates. Moreover, the
Plan authorizes the grant of stock appreciation rights (“SARs”), either separately or in tandem
with stock options, entitling holders to cash compensation measured by appreciation in the value
of the Stock. Options may be granted either on the basis of past or future services (“Service
Options”) or on the basis of performance (“Performance Options”). The Plan also allows for
sub-plans with respect to the Company or an Affiliate, or with respect to citizens or residents of
one or more countries, provided the sub-plan is no less restrictive than the Plan.
c. The term “Affiliates” as used in the Plan means parent or subsidiary corporations of the
Company and of Indigo Ltd., a Bermuda company (“Indigo Ltd.”), including parents or
subsidiaries which become such after adoption of the Plan.
2. Administration of the Plan
a. The Plan shall be administered by the Supervisory Board of the Company (the “Board”). The
Board may delegate the responsibi