SPECTRA PRECISION SUPPLEMENT TO THE TRIMBLE NAVIGATION
1988 EMPLOYEE STOCK PURCHASE PLAN
The following constitutes the Spectra Precision Supplement to the Trimble
Navigation 1988 Employee Stock Purchase Plan:
1. Purpose. The purpose of the Spectra Precision Supplement to the Trimble
Navigation 1988 Employee Stock Purchase Plan is to set forth the special
terms pursuant to which the employees of any Subsidiary which employs the
employees associated with the acquired business of Spectra Precision may
participate in the Plan following the acquisition of Spectra Precision by
the Company. Except as specifically set forth below, all of the provisions
of the Plan shall apply to the participation of Spectra Employees in the
Plan following the acquisition of Spectra Precision by the Company.
Capitalized terms used in this Supplement shall have the meanings set forth
in the Plan or as stated below.
2. Definition of "Spectra Precision Employee". For purposes of this
Supplement, "Spectra Precision Employee" shall mean an Employee of Spectra
Precision, Inc. or any of its wholly owned subsidiaries, Spectra Precision
SRL, Spectra Physics Holdings GmbH or any of its wholly owned subsidiaries
including ZSP Geodetic Systems GmbH, Spectra Precision BV, Spectra
Precision SA, Spectra Precision Scandinavia AB, Spectra Precision of Canada
Ltd., Spectra Precision Handelsges GmbH or Spectra Precision AB.
3. Effective Date and Sunset Date. This Supplement shall become effective July
1, 2000 or, if later, upon the completion of the acquisition of Spectra
Precision by the Company. This Supplement shall cease to be effective at
midnight on December 31, 2000.
4. Eligibility. Each Spectra Precision Employee who has been continuously
employed by Spectra Precision or the Company or its Subsidiaries for at
least two consecutive months and is so employed on the first day of the
Spectra Precision Offering Period specified in Section 5 below, shall be
eligible to participate in the Plan during the Spectra Precision Offering
Period. For purposes of determining an individual's eligibility to
participate in the Plan, employment before and after the acquisition of
Spectra Precision by the Company shall be taken into account.
5. Initial Offering Period. The initial Offering Period for the Spectra
Precision Employees shall commence on August 1, 2000 and end on December
31, 2000; provided, however, that if the acquisition of Spectra Precision
has not been completed by August 1, 2000, the initial Offering Period for
the Spectra Precision Employees shall begin on the first day of the month
following the month in which the acquisition is completed.
6. Participation and Enrollment. The terms of Section 5(a) of the Plan to the
contrary notwithstanding, a Spectra Precision Employee may become a
participant in the Plan for the initial Offering Period for Spectra
Precision Employees described in Section 5 of this Supplement, by filing a
subscription agreement with the Company's Stock Administration Office at
least five business days prior to August 1, 2000.
7. Limitation on Purchase. The provisions of Section 7(a) of the Plan shall be
applied to the initial Offering Period for Spectra Precision Employees
described in Section 5 of this Supplement by substituting "$10,416" for
"$12,500" where it appears in Section 7(a) of the Plan.
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