exv10w10






Exhibit 10.10




(Directors)




DUOYUAN PRINTING, INC.

2009 OMNIBUS INCENTIVE PLAN




UNRESTRICTED STOCK AGREEMENT



Duoyuan Printing, Inc., a Wyoming corporation (the “Company”), hereby grants its shares of
common stock, $0.001 par value (the “Stock”) to the Grantee named below. The terms and
conditions of the grant are set forth in this cover sheet, in the attached term sheet (together
with this cover sheet, the “Agreement”), and in the Company’s 2009 Omnibus Incentive Plan
(the “Plan”).




Grant Date:                                         




Name of Grantee:                                         




Grantee’s Social Security Number: ___-___-___




Number of Shares of Stock Covered by Grant:                     




Purchase Price per Share of Stock: $[     ], deemed paid by your Service




     By signing this cover sheet, you agree to all of the terms and conditions described in this
Agreement and in the Plan, a copy of which is also attached. You acknowledge that you have
carefully reviewed the Plan, and agree that the Plan will control in the event any provision of
this Agreement should appear to be inconsistent with the Plan. Certain capitalized terms used in
this Agreement are defined in the Plan, and have the meaning set forth in the Plan.




	 	 	 	 	 	 	 
	Grantee:
	 	 	 	 	 	 
	 	 	 	 	 
	 	 	(Signature)
	 	 
	 
	 	 	 	 	 	 
	Company:
	 	 	 	 	 	 
	 	 	 	 	 
	 	 	(Signature)
	 	 
	 
	 	 	 	 	 	 
	 

	 	Title:	 	 	 	 
	 

	 	 	 	 
	 	 






Attachment




This is not a stock certificate or a negotiable instrument.



 









 





DUOYUAN PRINTING, INC.

2009 OMNIBUS INCENTIVE PLAN




UNRESTRICTED STOCK AGREEMENT




	 	 	 
	Award

	 	This grant is an award of Stock in
the number of shares set forth on
the cover sheet (the “Unrestricted
Stock”) in compensation for your
Service to the Company.
	 
	 	 
	Retention Rights

	 	This Agreement does not give you the
right to be retained by the Company
(or any parent, Subsidiaries or
Affiliates) in any capacity. The
Company (and any parent,
Subsidiaries or Affiliates) reserve
the right to terminate your Service
at any time and for any reason.
	 
	 	 
	Shareholder Rights

	 	You have the right to vote the
Unrestricted Stock and to receive
any dividends declared or paid on
such stock.
	 
	 	 
	Forfeiture of Rights

	 	If during your term of Service you
should take actions in competition
with the Company, the Company shall
have the right to cause a forfeiture
of the Stock granted under this
Agreement. Unless otherwise
specified in any other agreement
between the Company and you, you
take actions in competition with the
Company if you directly or
indirectly, own, manage, operate,
join or control, or participate in
the ownership, management, operation
or control of, or are a proprietor,
director, officer, stockholder,
member, partner or an employee or
agent of, or a consultant to any
business, firm, corporation,
partnership or other entity which
competes with any business in which
the Company or any of its Affiliates
is engaged during your relationship
with the Company or its Affiliates
or at the time of your termination
of Service. Under the prior
sentence, ownership of less than 1%
of the securities of a public
company shall not be treated as an
action in competition with the
Company.
	 
	 	 
	Applicable Law

	 	This Agreement will be interpreted
and enforced under the laws of the
state of Wyoming, other than any
conflicts or choice of law rule or
principle that might otherwise refer
construction or interpretation of
this Agreement to the substantive
law of another jurisdiction.
	 
	 	 
	The Plan

	 	The text of the Plan is incorporated
in this Agreement by reference.






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	 	This Agreement and the Plan
constitute the entire understanding
between you and the Company
regarding this grant of Unrestricted
Stock. Any prior agreements,
commitments or negotiations
concerning this grant are
superseded.
	 
	 	 
	Data Privacy

	 	In order to administer the Plan, the
Company may process personal data
about you. Such data includes, but
is not limited to, the information
provided in this Agreement and any
changes thereto, other appropriate
personal and financial data about
you such as home address and
business addresses and other contact
information, payroll information and
any other information that might be
deemed appropriate by the Company to
facilitate the administration of the
Plan.
	 
	 	 
	 

	 	By accepting this Award, you give
explicit consent to the Company to
process any such personal data. You
also give explicit consent to the
Company to transfer any such
personal data outside the country in
which you work (including, with
respect to non-U.S. resident
Grantees, to the United States) to
transferees who will include the
Company and other persons who are
designated by the Company to
administer the Plan.
	 
	 	 
	Consent to Electronic Delivery

	 	The Company may choose to deliver
certain statutory materials relating
to the Plan in electronic form. By
accepting this grant you agree that
the Company may deliver the Plan
prospectus and the Company’s annual
report to you in an electronic
format. If at any time you would
prefer to receive paper copies of
these documents, as you are entitled
to, the Company would be pleased to
provide copies. Please contact [          ] at [          ] to request
paper copies of these documents.
	 
	 	 
	Electronic Signature

	 	All references to signatures and
delivery of documents in this
Agreement can be satisfied by
procedures the Company has
established or may establish for an
electronic signature system for
delivery and acceptance of any such
documents, including this Agreement.
Your electronic signature is the
same as, and shall have the same
force and effect as, your manual
signature. Any such procedures and
delivery may be effected by a third
party engaged by the Company to
provide administrative services
related to the Plan.
	 
	 	 
	Market Stand-off Agreement

	 	In connection with any underwritten
public offering by the Company of
its equity securities pursuant to an
effective registration statement
filed under the Securities Act,
including the Company’s initial
public offering, you agree not to
sell, make any short sale of, loan,
hypothecate, pledge, grant any
option for the purchase of, or
otherwise dispose or transfer for






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	 	value or agree to engage in any of
the foregoing transactions with
respect to any shares of
Unrestricted Stock without the prior
written consent of the Company or
its underwriters, for such period of
time after the effective date of
such registration statement as may
be requested by the Company or the
underwriters (not to exceed 180 days
in length).






     By accepting this Award, you agree to all of the terms and conditions described above and in
the Plan.




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