JAZZ PHARMACEUTICALS PLC 2007 EQUITY INCENTIVE PLAN SUB-PLAN GOVERNING AWARDS TO PARTICIPANTSIN THE REPUBLIC OF IRELAND

EX-10.3B 9 d234872dex103b.htm JAZZ PHARMACEUTICALS PLC 2007 EQUITY INCENTIVE PLAN SUB-PLAN GOVERNING AWARDS Jazz Pharmaceuticals plc 2007 Equity Incentive Plan Sub-Plan Governing Awards

EXHIBIT 10.3B

JAZZ PHARMACEUTICALS PLC

2007 EQUITY INCENTIVE PLAN

SUB-PLAN GOVERNING AWARDS TO PARTICIPANTS IN THE REPUBLIC OF IRELAND

 

1 General

 

1.1 In accordance with Rule 2(b)(xi) of the 2007 Equity Incentive Plan (“the Plan”) the Board has determined to establish this sub-plan (“the Irish Sub-Plan”) for the purposes of Employees, Directors and Consultants who are resident in the Republic of Ireland.

 

1.2 All terms that are not otherwise defined herein shall have the same meaning as set forth in the Plan.

 

2 Terms of Irish Sub-Plan

The Plan shall be amended as follows.

 

2.1 Transferability of Awards

 

2.1.1 The provisions of Rule 5(d) shall be deleted and replaced by the following:

 

  (d) Transferability of Options. An Option shall not be transferable and shall not be capable of being assigned, transferred, sold, mortgaged, pledged or encumbered in any way whatsoever by a Participant (other than upon the Participant’s death as provided by Section 5(i)).

 

2.2 Employment or Other Service Rights; Compensation

The provisions of Rule 8(d) shall be deleted and replaced by the following:

(d)        No Employment or Other Service Rights. Nothing in the Plan, any Stock Award Agreement or other instrument executed thereunder or in connection with any Stock Award granted pursuant to the Plan shall confer upon any Participant any right to continue to serve the Company or an Affiliate in the capacity in effect at the time the Stock Award was granted or shall affect any right that the Company or an Affiliate may have to terminate (i) the employment of an Employee in accordance with applicable law, (ii) the service of a Consultant pursuant to the terms of such Consultant’s agreement with the Company or an Affiliate, or (iii) the service of a Director pursuant to the Bylaws of the Company or an Affiliate, and any applicable provisions of the corporate law of the state in which the Company or the Affiliate is incorporated, as the case may be. A Participant shall not be entitled to any compensation or damages whatsoever or howsoever described, by reason of any termination, withdrawal or alteration of rights or expectations under the Plan whether such compensation is claimed by way of damages for wrongful dismissal or other breach of contract or by way of compensation for loss of office or otherwise howsoever.