EX-10.1 2 d33547exv10w1.htm FORM OF EXECUTIVE INCENTIVE AND NON-QUALIFIED STOCK OPTION AGREEMENTA exv10w1
 

Exhibit 10.1

ENNIS, INC. 2004 LONG-TERM INCENTIVE PLAN

SUMMARY OF STOCK OPTION GRANT

     You, as the Optionee named below, have been granted the following option (the “Option”) to purchase shares of the common stock, par value $2.50 per share (“Common Stock”), of Ennis, Inc., a Texas corporation (“Ennis”), on the terms and conditions set forth below and in accordance with the Stock Option Award Agreement (the “Agreement”) to which this Summary of Stock Option Grant is attached and the Ennis, Inc. 2004 Long-Term Incentive Plan (the “Plan”):

Optionee Name:                                                                                                                         

Number of Option Shares Granted:                                                                                 

Type of Option (check one):                                  Incentive Stock Option

      

                                                                                Nonqualified Stock Option

Effective Date of Grant:                                                                                            , 200                    

Exercise Price Per Share:            $                                         

Vesting Commencement Date:                                                           , 200                    

Vesting Schedule:                                        The Option shall be 100% vested on the Date of Grant.

     You, by your signature as Optionee below, acknowledge that you (i) have reviewed the Agreement and the Plan in their entirety and have had the opportunity to obtain the advice of counsel prior to executing this Summary of Stock Option Grant, (ii) understand that the Option is granted under and governed by the terms and provisions of the Agreement and the Plan, and (iii) agree to accept as binding all of the determinations and interpretations made by the Board or the Committee with respect to matters arising under or relating to the Option, the Agreement and the Plan.

 

 

 

 

 

 

 

OPTIONEE:

 

ENNIS, INC.

 

 

 

 

 

 

 

 

 

 

 

By: 

 

 

 

 

 

 

 

 

(Signature of Optionee)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Address of Optionee:

 

 

 

 

 

 

 

 

 

 

Title: 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SUMMARY OF STOCK OPTION GRANT — Page 1

 


 

ENNIS, INC. 2004 LONG-TERM INCENTIVE PLAN

STOCK OPTION AWARD AGREEMENT

     THIS AGREEMENT is made as of the Effective Date (as set forth on the Summary of Stock Option Grant) between Ennis, Inc., a Texas corporation (“Ennis”), and Optionee pursuant to the Ennis, Inc. 2004 Long-Term Incentive Plan (the “Plan”).

     WHEREAS, the Board of Directors of Ennis (the “Board”) or a Committee designated by the Board has authority to grant Options under the Plan to employees and outside directors of Ennis and its Affiliates; and

     WHEREAS, the Board or the Committee, as appropriate, has determined to award Optionee the Option described in this Agreement;

     NOW, THEREFORE, Ennis and Optionee agree as follows:

     1. Effect of Plan and Authority of Board or Committee. This Agreement and the Option granted hereunder are subject to the Plan, which is incorporated herein by reference. The Board or the Committee is authorized to make all determinations and interpretations with respect to matters arising under or relating to the Plan, this Agreement and the Option granted hereunder. Capitalized terms used and not otherwise defined herein have the respective meanings given them in the Plan or in the Summary of Stock Option Grant, which are attached hereto and incorporated herein by this reference for all purposes.

     2. Grant of Option. On the terms and conditions set forth in this Agreement, the Summary of Stock Option Grant and the Plan, as of the Effective Date, Ennis hereby grants to Optionee the option to purchase the number of shares of Common Stock set forth on the Summary of Stock Option Grant at the Exercise Price per share set forth on the Summary of Stock Option Grant (the “Option”). The Option is intended to be an Incentive Stock Option or a Nonqualified Stock Option, as provided in the Summary of Stock Option Grant. If the Option is intended to be an Incentive Stock Option, it is agreed that the exercise price is at least 100% of the Fair Market Value of a share of Common Stock on the Effective Date (110% of Fair Market Value if Optionee owns stock possessing more than 10% of the total combined voting power of all classes of stock of Ennis or an Affiliate, within the meaning of Section 422(b)(6) of the Code). If this Option is intended to be an Incentive Stock Option, but the aggregate Fair Market Value of Common Stock with respect to which Incentive Stock Options granted to Optionee (including all options qualifying as incentive stock options pursuant to Section 422 of the Code granted to Optionee under any other plan of Ennis or any Affiliate) are exercisable for the first time by Optionee during any calendar year exceeds $100,000 (determined as of the date the Incentive Stock Option is granted), this Option shall not be void but shall be deemed to be an Incentive Stock Option to the extent it does not exceed the $100,000 limit and shall be deemed a Nonqualified Stock Option to the extent it exceeds that limit.

     3. Vesting. This Option may be exercised only to the extent it is vested on the vesting dates in accordance with the Vesting Schedule set forth in the Summary of Stock Option Grant. The vested percentage indicated in such Vesting Schedule shall be exercisable, as to all or part of the vested shares, at any time or times after the respective vesting date and until the expiration or termination of the Option. The vesting of this Option may be accelerated in certain events which are set forth in the Plan. The unvested portion of this Option shall terminate and be forfeited immediately on the date of Optionee’s termination of employment or service.

     4. Term.

     (a) Term of Option. This Option may not be exercised after the expiration of ten years from the Effective Date (five years from the Effective Date if Optionee owns stock possessing more than 10% of the total combined voting power of all classes of stock of Ennis or an Affiliate, within the meaning of Section 422(b)(6) of the Code). If the expiration date of this Option or any termination date provided for in this Agreement shall fall on a Saturday, Sunday or a day on which the executive offices of the Company are not open for business, then such expiration or termination date shall be deemed to be the last normal business day of the Company at its executive offices preceding such Saturday, Sunday or day on which such offices are closed.

     (b) Early Termination. Except as provided below, this Option may not be exercised unless Optionee shall have been in the continuous employ or service of Ennis or an Affiliate from the Effective Date to the date of exercise of the Option. This Option may be exercised after the date of Optionee’s termination of employment or service with Ennis or an Affiliate only in accordance with the following:

 

STOCK OPTION AWARD AGREEMENT — Page 2

 


 

     (i) In the event of Optionee’s termination of employment or service on account of death or permanent and total disability (within the meaning of Section 22(e)(3) of the Code), this Option may be exercised, to the extent then vested, until the earlier of (A) the expiration of one year from the date of such termination of employment or service, or (B) the expiration of the Option term specified in Section 4(a) above.

     (ii) In the event of Optionee’s termination of employment or service for any reason other than the reasons set forth in subparagraphs (i) and (iii) of this Section 4(b) whether on a voluntary or involuntary basis, this Option may be exercised, to the extent then vested, until the earlier of (A) the expiration of three months from the date of such termination of employment or service, or (B) the expiration of the Option term specified in Section 4(a) above.

     (iii) Notwithstanding subparagraphs (i) and (ii) above, if Optionee’s termination of employment or service was on account of Cause (as defined in the Plan), this Option shall be immediately forfeited to Ennis and no additional exercise period shall be allowed, regardless of the vested status of the Option, unless otherwise determined by the Board or Committee in its absolute discretion.

     5. Manner of Exercise and Payment. The Optionee (or his representative, guardian, devisee or heir, as applicable) may exercise any portion of this Option that has become exercisable in accordance with the terms hereof as to all or any of the shares of Common Stock then available for purchase by delivering to Ennis written notice, in a form satisfactory to the Committee, specifying:

     (i) the number of whole shares of Common Stock to be purchased together with payment in full of the purchase price of such shares, provided that this Option may not be exercised for fewer than 50 shares or the number of shares remaining subject to this Option, whichever is smaller;

     (ii) the address to which dividends, notices, reports, and other information are to be sent; and

     (iii) the Optionee’s social security number.

Payment of the purchase price of the shares of Common Stock shall be made in cash, or by certified or cashier’s check payable to the order of Ennis, free from all collection charges, or with the consent of the Committee or the Board (as applicable), by delivery of shares of Common Stock already owned by Optionee which have been free of all restrictions for at least six months prior to the date of exercise and having a Fair Market Value as of the date of exercise equal to the purchase price, or by a combination of cash (or certified or cashier’s check) and such already-owned shares of Common Stock. With the consent of the Committee, Optionee also may elect to pay all or a portion of the purchase price of such shares of Common Stock through a special sale and remittance procedure pursuant to which Optionee shall concurrently provide irrevocable instructions (i) to a brokerage firm to effect the immediate sale of the purchased shares and remit to Ennis, out of the sale proceeds available on the settlement date, sufficient funds to cover the purchase price payable for the purchased shares plus all applicable taxes required to be withheld by reason of such exercise and (ii) to Ennis to deliver the certificates for the purchased shares directly to such brokerage firm in order to complete the sale. This Option shall be deemed to have been exercised on the first date upon which Ennis receives written notice of exercise as described above, payment of the purchase price and all other documents, information and amounts required with respect to such exercise under this Agreement and the Plan.

     6. Withholding Tax. Promptly after demand by Ennis, and at its direction, Optionee shall pay to Ennis or the appropriate Affiliate an amount equal to the applicable withholding taxes due in connection with the exercise of the Option. Pursuant to Section 15.5 of the Plan, such withholding taxes may be paid in cash or, subject to the further provisions of this Section 6 of this Agreement, in whole or in part, by having Ennis withhold from the shares of Common Stock otherwise issuable upon exercise of the Option a number of shares of Common Stock having a value equal to the amount of such withholding taxes or by delivering to Ennis or the appropriate Affiliate a number of issued and outstanding shares of Common Stock (excluding restricted shares still subject to a risk of forfeiture) having a value equal to the amount of such withholding taxes. The value of any shares of Common Stock so withheld by or delivered to Ennis or the appropriate Affiliate shall be based on the Fair Market Value (as defined in the Plan) of such shares on the date on which the tax withholding is to be made. Optionee shall pay to Ennis or the appropriate Affiliate in cash the amount, if any, by which the amount of such withholding taxes exceeds the value of the shares of Common Stock so withheld or delivered. An election by Optionee to have shares withheld or to deliver shares to pay withholding taxes (an “Election”)

 

STOCK OPTION AWARD AGREEMENT — Page 3

 


 

must be made at or prior to the time of exercise of the Option. All Elections shall be made in the same manner as is required for the exercise of the Option and shall be made on a form approved by Ennis.

     7. Delivery of Shares. Delivery of the certificates representing the shares of Common Stock purchased upon exercise of this Option shall be made promptly after receipt of notice of exercise and full payment of the Exercise Price and any required withholding taxes. If Ennis so elects, its obligation to deliver shares of Common Stock upon the exercise of this Option shall be conditioned upon its receipt from the person exercising this Option of an executed investment letter, in form and content satisfactory to Ennis and its legal counsel, evidencing the investment intent of such person and such other matters as Ennis may reasonably require. If Ennis so elects, the certificate or certificates representing the shares of Common Stock issued upon exercise of this Option shall bear a legend in substantially the following form:

THE ISSUANCE OF THE SHARES EVIDENCED BY THIS CERTIFICATE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 OR APPLICABLE STATE SECURITIES LAWS AND SUCH SHARES MAY NOT BE SOLD OR OTHERWISE TRANSFERRED UNLESS SUCH SALE OR TRANSFER IS FIRST REGISTERED THEREUNDER OR UNLESS ENNIS, INC. RECEIVES A WRITTEN OPINION OF COUNSEL, WHICH OPINION AND COUNSEL ARE ACCEPTABLE TO ENNIS, INC., TO THE EFFECT THAT SUCH REGISTRATION IS NOT REQUIRED.

     8. Transferability.

     (a) Incentive Stock Options. To the extent this Option is an Incentive Stock Option, (i) it is personal to Optionee and during Optionee’s lifetime may be exercised only by Optionee or his guardian or legal representative upon the events and in accordance with the terms and conditions set forth in the Plan, and (ii) it shall not be transferred except by will or by the laws of descent and distribution, nor may it be otherwise assigned, transferred, pledged, hypothecated or disposed of in any way (by operation of law or otherwise) and it shall not be subject to execution, attachment or similar process.

     (b) Nonqualified Stock Options. To the extent that this Option is a Nonqualified Stock Option, it shall not be transferred except to one or more Permitted Transferees or by will or by the laws of descent and distribution, nor may it be otherwise assigned, transferred, pledged, hypothecated or disposed of in any way (by operation of law or otherwise) and it shall not be subject to execution, attachment or similar process. The Nonqualified Stock Option portion of this Option may be exercised only by the Optionee, by a Permitted Transferee, or by the Optionee’s or Permitted Transferee’s duly appointed guardian or personal representative. To the extent this Option is a Nonqualified Stock Option, it may be transferred to one or more Permitted Transferees at any time prior to the exercise of the Option in full. Upon any such transfer, a Permitted Transferee shall succeed and be subject, to the extent of the Option or part of the Option so transferred and the shares of Common Stock covered thereby, to all of Optionee’s rights, promises, restrictions and obligations hereunder. A Permitted Transferee to whom all or a portion of the Option is transferred may transfer such portion (or any part thereof) to another person or entity who or which is a Permitted Transferee with respect to Optionee. Ennis shall be entitled to treat the Option as belonging to Optionee unless the Optionee or a Permitted Transferee, as the case may be, shall inform the Secretary of Ennis, in writing, of the identity of any Permitted Transferee or Transferees, and the Secretary, after consultation with legal counsel if the Secretary deems it appropriate, has concluded that all legal requirements in connection with the transfer of the Option have been satisfied.

     (c) Any attempted sale, transfer, pledge, exchange, hypothecation or other disposition of this Option not specifically permitted by the Plan or this Agreement shall be null and void and without effect.

     9. Notices. All notices between the parties hereto shall be in writing and given in the manner provided in Section 15.7 of the Plan. Notices to Optionee shall be given to Optionee’s address as contained in Ennis’ records. Notices to Ennis shall be addressed to LTIP Administrator at the principal executive offices of Ennis as set forth in Section 15.7 of the Plan.

     10. Relationship With Contract of Employment or Other Contract Services.

     (a) The grant of an Option does not form part of Optionee’s entitlement to remuneration or benefit pursuant to his contract of employment, if any, nor does the existence of a contract of employment between any person

 

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and Ennis or an Affiliate give such person any right or entitlement to have an Option granted to him or any expectation that an Option might be granted to him whether subject to any conditions or at all.

     (b) The rights and obligations of Optionee under the terms of his contract of employment or other contract or agreement for services with Ennis or an Affiliate, if any, shall not be affected by the grant of an Option.

     (c) The rights granted to Optionee upon the grant of an Option shall not afford Optionee any rights or additional rights to compensation or damages in consequence of the loss or termination of his office, employment or service with Ennis or an Affiliate for any reason whatsoever.

     (d) Optionee shall not be entitled to any compensation or damages for any loss or potential loss which he may suffer by reason of being or becoming unable to exercise an Option in consequence of the loss or termination of his office, employment or service with Ennis or an Affiliate for any reason (including, without limitation, any breach of contract by Ennis or an Affiliate) or in any other circumstances whatsoever.

     11. Governing Law. This Agreement shall be governed by and construed in accordance with the internal laws (and not the principles relating to conflicts of laws) of the State of Texas, except as superseded by applicable federal law.

 

STOCK OPTION AWARD AGREEMENT — Page 5

 

 

EX-10.2 3 d33547exv10w2.htm FORM OF EXECUTIVE RESTRICTED STOCK AGREEMENT

 

EXHIBIT 10.2

ENNIS, INC.

2004 LONG-TERM INCENTIVE PLAN

RESTRICTED STOCK AWARD AGREEMENT

     THIS AGREEMENT, made and entered into as of the ___day of February, 2006, by and between ENNIS, INC., a Texas corporation (“Ennis”), and ___, an employee, outside director or other service provider of Ennis or one of its Affiliates (“Participant”).

     WHEREAS, the Compensation Committee of Ennis’ Board of Directors or, with respect to grants made to outside directors, the Board of Directors (the “Committee”), acting under the 2004 Long-Term Incentive Plan (the “Plan”), has the authority to award restricted shares of Ennis’ common stock, $2.50 par value per share (the “Common Stock”), to employees, outside directors and other service providers of Ennis or an Affiliate; and

     WHEREAS, pursuant to the Plan, the Committee has determined to make such an award to Participant on the terms and conditions and subject to the restrictions set forth in the Plan and this Agreement, and Participant desires to accept such award;

     NOW, THERFORE, in consideration of the premises and mutual covenants and agreements contained herein, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:

     1. Restricted Stock Award. On the terms and conditions and subject to the restrictions, including forfeiture, hereinafter set forth, Ennis hereby awards to Participant, and Participant hereby accepts, a restricted stock award (the “Award”) of ___shares (the “Restricted Shares”) of Common Stock. The Award is made effective as of the ___day of February, 2006 (the “Effective Date”). A certificate representing the Restricted Shares shall be issued in the name of Participant (or, at the option of Ennis, in the name of a nominee of Ennis) as of the Effective Date and delivered to Participant on the Effective Date or as soon thereafter as practicable. Participant shall cause the certificate representing the Restricted Shares, upon receipt thereof by Participant, to be deposited, together with stock powers and any other instrument of transfer reasonably requested by Ennis duly endorsed in blank, with Ennis, to be held by Ennis in escrow for Participant’s benefit until such time as the Restricted Shares represented by such certificate are either forfeited by Participant to Ennis or the restrictions thereon terminate as set forth in this Agreement.

     2. Vesting and Forfeiture.

     (a) The Restricted Shares shall be subject to a restricted period (the “Restricted Period”) that shall commence on the Effective Date and shall end on the third anniversary of the Effective Date, February ___, 2009. During the Restricted Period, the Restricted Shares shall be subject to being forfeited by Participant to Ennis as provided in

 


 

this Agreement, and Participant may not sell, transfer, pledge, exchange, hypothecate or otherwise dispose of any of the Restricted Shares (the “Restrictions”), except that the Restrictions shall be removed as to (i) 33-1/3% of such shares (if a fractional number, then the next lower whole number) on February ___, 2007, provided Participant is in the continuous service of Ennis or an Affiliate until such date; (ii) an additional 33-1/3% of such shares (if a fractional number, then the next lower whole number) on February ___, 2008, provided Participant is in the continuous service of Ennis or an Affiliate until such date; and (iii) the remaining shares on February ___, 2009, provided Participant is in the continuous service of Ennis or an Affiliate until such date. Following the removal of the Restrictions on any Restricted Shares, Ennis shall deliver to Participant from escrow a certificate representing such Shares and Participant shall be free to sell, transfer, pledge, exchange, hypothecate or otherwise dispose of such Restricted Shares, subject to applicable securities laws and the policies of Ennis then in effect.

     (b) Subject to paragraph (c) of this Section, upon termination of Participant’s employment or service with Ennis or any Affiliate, (i) Participant shall have no rights whatsoever in and to any of the Restricted Shares as to which the Restrictions have not by that time been removed pursuant to the foregoing paragraph, (ii) all of the Restricted Shares shall automatically revert to Ennis at no cost and (iii) neither Participant nor any of his or her heirs, beneficiaries, executors, administrators or other personal representatives shall have any rights with respect thereto.

     (c) The Change of Control provisions in Article XIII of the Plan shall apply with respect to the Restricted Shares.

     3. Rights as Shareholder. Subject to the provisions of this Agreement, upon the issuance of a certificate or certificates representing the Restricted Shares to Participant, Participant shall become the record and beneficial owner thereof for all purposes and shall have all rights as a stockholder, including without limitation voting rights and the right to receive dividends and distributions, with respect to the Restricted Shares. If and to the extent Ennis shall effect a stock split, stock dividend or similar distribution with respect to the Common Stock, (i) the stock distributed pursuant thereto shall be held by Ennis with respect to those Restricted Shares as to which the Restrictions have not yet been removed pursuant to Section 2; (ii) such additional stock shall enjoy the privileges and be subject to the Restrictions applicable to the Restricted Shares; and (iii) Participant shall be entitled to sell, transfer, pledge, exchange, hypothecate or otherwise dispose of such additional stock when the Restrictions on the Restricted Shares to which the distribution relates have been removed pursuant to Section 2.

     4. Optional Issuance in Book-Entry Form. Notwithstanding the foregoing, at the option of Ennis, any shares of Common Stock that under the terms of this Agreement are issuable in the form of a stock certificate may instead be issued in book-entry form.

     5. Withholding Taxes.

     (a) Participant may elect, within 30 days of the Effective Date and on notice to Ennis, to realize income for federal income tax purposes pursuant to Section 83(b) of the Internal

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Revenue Code in an amount equal to the fair market value of the Restricted Shares on the Effective Date. In such event, Participant shall make arrangements satisfactory to Ennis or the appropriate Affiliate to pay in the calendar year that includes the Effective Date any federal, state or local taxes required to be withheld with respect to such shares.

     (b) If no election is made by Participant pursuant to Section 5(a) hereof, then upon the termination of the Restrictions applicable hereunder to all or any portion of the Restricted Shares, Participant (or in the event of Participant’s death, the administrator or executor of Participant’s estate) will pay to Ennis or the appropriate Affiliate, or make arrangements satisfactory to Ennis or such Affiliate regarding payment of, any federal, state or local taxes of any kind required by law to be withheld with respect to the Restricted Shares with respect to which such Restrictions have terminated.

     (c) Any provision of this Agreement to the contrary notwithstanding, if Participant does not satisfy his or her obligations under paragraphs (a) or (b) of this Section, Ennis shall, to the extent permitted by law, have the right to deduct from any payments made under the Plan, regardless of the form of such payment, or from any other compensation payable to Participant, whether or not pursuant to this Agreement or the Plan and regardless of the form of payment, any federal, state or local taxes of any kind required by law to be withheld with respect to the Restricted Shares.

     6. Reclassification of Shares. In the event of any reorganization, recapitalization, stock split, stock dividend, merger, consolidation, combination of shares or other change affecting the Common Stock, the Committee shall make such adjustments as it may deem appropriate with respect to the Shares. Any such adjustments made by the Committee shall be conclusive.

     7. Effect on Employment or Service. Nothing contained in this Agreement shall confer upon Participant the right to continue in the employment or service of Ennis or any Affiliate, or affect any right which Ennis or any Affiliate may have to terminate the employment or service of Participant. This Agreement does not constitute evidence of any agreement or understanding, express or implied, that Ennis or any Affiliate will retain Participant as an employee or other service provider for any period of time or at any particular rate of compensation.

     8. Investment Representations.

     (a) The Shares are being received for Participant’s own account with the intent of holding them and without the intent of participating, directly or indirectly, in a distribution of such Shares and not with a view to, or for resale in connection with, any distribution of such Shares or any portion thereof.

     (b) A legend may be placed on any certificate(s) or other document(s) delivered to Participant or substitute therefore indicating restrictions on transferability of the Shares pursuant to this Agreement or referring to any stop transfer orders and other restrictions as the Committee may deem advisable under the rules, regulations and other requirements of the Securities and Exchange Commission, NYSE or any other stock exchange or association upon which the common stock of Ennis is then listed or quoted, any applicable federal or state securities laws,

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and any applicable corporate law, and any transfer agent of Ennis shall be instructed to require compliance therewith.

     9. Assignment. Ennis may assign all or any portion of its rights and obligations under this Agreement. The Award, the Restricted Shares and the rights and obligations of Participant under this Agreement may not be sold, transferred, pledged, exchanged, hypothecated or otherwise disposed of by Participant.

     10.  Binding Effect. This Agreement shall be binding upon and inure to the benefit of (i) Ennis and its successors and assigns, and (ii) Participant and his or her heirs, devisees, executors, administrators and personal representatives.

     11. Notices. All notices between the parties hereto shall be in writing and given in the manner provided in Section 15.7 of the Plan. Notices to Optionee shall be given to Optionee’s address as contained in Ennis’ records. Notices to Ennis shall be addressed to the LTIP Administrator at the principal executive offices of Ennis as set forth in Section 15.7 of the Plan.

     12. Governing Law; Exclusive Forum; Consent to Jurisdiction. This Agreement shall be governed by and construed in accordance with the internal laws (and not the principles relating to conflicts of laws) of the State of Texas, except as superseded by applicable federal law. The exclusive forum for any action concerning this Agreement or the transactions contemplated hereby shall be in a court of competent jurisdiction in Ellis County, Texas, with respect to a state court, or the United States District Court for the Northern District of Texas, with respect to a federal court. PARTICIPANT HEREBY CONSENTS TO THE EXERCISE OF JURISDICTION OF A COURT IN THE EXCLUSIVE FORUM AND WAIVES ANY RIGHT HE OR SHE MAY HAVE TO CHALLENGE OR CONTEST THE REMOVAL AT ANY TIME BY THE COMPANY OR ANY OF ITS AFFILIATES TO FEDERAL COURT OF ANY SUCH ACTION HE OR SHE MAY BRING AGAINST IT IN STATE COURT.

[SIGNATURE PAGE TO FOLLOW]

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     IN WITNESS WHEREOF, Ennis and Participant have executed this Agreement as of the date first written above.

 

 

 

 

 

 

 

 

 

ENNIS, INC.

 

 

 

 

 

 

 

 

 

 

 

By:

 

 

 

 

 

 

 

 

 

 

 

 

Name:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Title:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

PARTICIPANT

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Name: 

 

 

 

 

 

 

 

 

 

 

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