OPTION AGREEMENT FOR NONQUALIFIED STOCK OPTION
This Option Agreement, together with the Notice of Grant of Stock Options (the "Notice") evidences the grant of a
Nonqualified Stock Option (the "Option") to Participant under the West Coast Bancorp 2002 Stock Incentive Plan (the "Plan").
Capitalized terms used below but not defined in the Notice are defined in the Plan.
1. Option Vesting and Exercise
The Option is on terms set forth in the Notice and is subject to all applicable provisions of the Plan and to the following
terms and conditions:
1.1 Nonqualified Stock Option . The Option is not intended to qualify as an incentive stock option meeting the requirements
of Internal Revenue Code § 422.
1.2 Exercisability . The Option is fully vested and exercisable on the Date of Grant.
1.3 Exercise of an Option .
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2. Effect of Termination
Except as otherwise determined by the Company after the date of this Agreement, the Option will expire and vesting will be
affected by Termination of Employment as described in the Plan.
3. Taxes and Withholding
1.3.1 Notice of Exercise. The Option, or any portion thereof, may be exercised, to the extent it has become exercisable
pursuant to this Agreement, by delivery of written notice to the Company stating the number of Shares being
1.3.2 Payment. The Exercise Price for the Shares purchased upon exercise of the Option must be paid in full at the time of
exercise by one or a combination of the following:
(a) Payment in cash or certified check or bank draft payable to the order of the Company;
(b) Delivery of previously acquired Shares having a Fair Market Value on the date of exercise equal to the total
(c) By delivery (in a form approved by the Company) of an irrevocable direction to a securities broker to sell Shares
acquired upon exercise of the Option and remit to the Company a sufficient port