Form of Incentive Stock Option Agreement



 Exhibit 10.5 
 QUICKSILVER RESOURCES INC. 
 INCENTIVE STOCK OPTION AGREEMENT 
  

	
	 Participant:                                    
                                        
       

	 Number of
Shares:                                       
                              

	 Date of
Grant:                                       
                                     
 

	 Exercise
Price:                                       
                                     

	 Expiration
Date:                                       
                                  

	 Type of Option: Incentive stock option


 1. Under the terms and conditions of the Quicksilver Resources Inc. 2006 Equity Plan (the
“Plan”), a copy of which is attached hereto and incorporated herein by reference, Quicksilver Resources Inc., a Delaware corporation (the “Company”), grants to the individual whose name is set forth above (the
“Participant”) an option to purchase the number of shares of the Company’s Common Stock, par value $0.01 per share (“Common Stock”), set forth above at the price per share set forth above (the “Option”). Terms not
defined in this Agreement have the meanings set forth in the Plan. 
 2. The Option will be for a term commencing on the Date of Grant set
forth above and ending at 5:00 p.m. Central Time on the Expiration Date set forth above. During the term hereof, the Option will become vested and exercisable in accordance with the schedule set forth below (provided that in no event will the
Participant be entitled to acquire a fraction of a share of Common Stock pursuant to the Option): 
  

			
	 Portion of Option
Exercisable
	  	 On and After

	 [1/3
	  	First Anniversary of Date of Grant]
	 [1/3
	  	Second Anniversary of Date of Grant]
	 [1/3
	  	Third Anniversary of Date of Grant]

 In the event of a Change in Control while the Participant is employed by the Company or a
Subsidiary or in the event that the Participant terminates employment with the Company and its Subsidiaries by reason of retirement at or after the age of 62 and completion of five years of service, disability (as determined by the Committee in good
faith) or death, the nonvested portion of the Option will become 100% vested and exercisable and will expire one day prior to the fifth anniversary of such retirement, disability or death. 
 If the Participant terminates employment with the Company and its Subsidiaries for any reason other than such retirement, disability or death, the
nonvested portion of the Option will be forfeited immediately and the vested portion of the Option will expire on the date that is three months after the Participant’s date of termination of employment; provided, however, that if the
Participant dies within three months after the date on which he or she terminates employment (other than due to discharge for “cause”), the vested portion of the Option will expire one day prior to the fifth anniversary of such death.








 Notwithstanding the foregoing, if the Participant is discharged by the Company or a Subsidiary for
“cause” (as defined below), the right to exercise this Option will terminate immediately upon such discharge. “Cause” means willful or gross misconduct or willful failure by the Participant to perform his or her employment
responsibilities in the best interests of the Company and its Subsidiaries (including, without limitation, breach by the Participant of any provision of any employment, nondisclosure, non-competition or other similar agreement between the
Participant and the Company or a Subsidiary), as determined by the Company, which determination will be conclusive. The Participant will be considered to have been discharged “for cause” if the Company determines, within 30 days after the
Participant’s resignation, that discharge for cause was warranted. 
 Notwithstanding any other provision of the Plan or this Agreement
to the contrary, this Option will expire and may not be exercised after the Expiration Date set forth above. 
 3. The exercise price for
shares purchased by the Participant may be paid (i) in cash or personal check acceptable to the Company, (ii) by the transfer to the Company of shares of Common Stock having a value on the date of exercise equal to the aggregate exercise
price, (iii) with the consent of the Committee, by authorizing the Company to withhold a number of shares having a value on the date of exercise equal to the aggregate exercise price or (iv) by a combination of the foregoing methods.

 4. The Participant will have none of the rights of a stockholder of the Company with respect to any shares of Common Stock underlying the
Option until such time that the Participant has been determined to be a stockholder of record by the Company’s transfer agent or one or more certificates of shares of Common Stock are delivered to the Participant upon due exercise of the
option. Further, nothing herein will confer upon Participant any right to remain in the employ of the Company or a Subsidiary. 
 5. The
Participant hereby accepts and agrees to be bound by all the terms and conditions of the Plan and this Agreement. Any amendment to the Plan will be deemed to be an amendment to this Agreement to the extent that the Plan amendment is applicable
hereto; provided, however, that no amendment will adversely affect the rights of the Participant under this Agreement without the Participant’s consent. 
 ACCEPTED: 
  
  

	
	  

	 Signature of Participant


  

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