Stock Option Agreement - The Corporate Executive Board Co. and David G. Bradley
January 18, 1999
Mr. Jeffrey D. Zients
c/o The Corporate Executive Board Company
600 New Hampshire Avenue, NW
Washington, D.C. 20037
Re: Stock Option Agreement #1 and Stock Option Agreement #2, between
The Corporate Executive Board Company and Jeffrey D. Zients
(collectively, the "Agreements")
Dear Mr. Zients:
Pursuant to Section 4(b)(iii) of the above referenced Agreements, which
provides me with sole and absolute discretion to accelerate the dates on which
Options granted to you pursuant to the Agreements become exercisable in the
event of an Initial Public Offering, I hereby designate the date immediately
before the Initial Public Offering as the date on which you may first exercise
all of your Options.
Capitalized terms used but not defined in this letter have the meanings
given them in the Agreement.
Very truly yours,
/s/ David G. Bradley
David G. Bradley
SO AGREED:
THE CORPORATE EXECUTIVE
BOARD COMPANY
By: /s/ Harold L. Siebert
---------------------------
Name: Harold "Rusty" Siebert
Title: Chairman of the Board