Acknowledgment Contract Clauses (1,468)

Acknowledgment. Borrower and Guarantors each restates and reaffirms the acknowledgments each made in Section 3 of the Forbearance Agreement as of the First Extension Effective Date as such term is defined in Section 6 hereof. Except as expressly set forth herein, all terms, conditions, covenants, representations and warranties contained in the Forbearance Agreement, the Credit Agreement, the other Loan Documents and all rights of Agent and the Lenders and all obligations of Borrower and the Guarantors thereunde...r, remain in full force and effect. Each of Borrower and the Guarantors hereby confirm that the Forbearance Agreement, the Credit Agreement, the other Loan Documents and the Collateral Documents are in full force and effect. View More

Acknowledgment. The Company and the Grantee agree that the RSUs are granted under, and governed by, the Grantee's grant notification, this Agreement and the Plan. The Grantee: (x) acknowledges receipt of a copy of such grant notification, this Agreement, the Plan and the prospectus relating to the Plan; (y) represents that the Grantee has carefully read and is familiar with their provisions; and (z) hereby accepts the RSUs subject to all of the terms and conditions set forth in the Grantee's grant notification,... this Agreement and the Plan. View More

Acknowledgment. This Performance Award shall not be effective until the Employee dates and signs the form of Acknowledgment below and returns a signed copy of this Agreement to the Company. By signing the Acknowledgment, the Employee agrees to the terms and conditions of this Agreement, the Plan and the Deferred Compensation Plan, and acknowledges receipt of a copy of the prospectus related to the Plan. ACKNOWLEDGMENT: APOGEE ENTERPRISES, INC. By: EMPLOYEE'S SIGNATURE DATE Chair, Compensation Committee SOCIAL ...Y NUMBER DATE EXHIBIT A DEFINED TERMS USED IN THE CEO TWO-YEAR CASH-BASED PERFORMANCE AWARD AGREEMENT The following terms used in this Agreement have the following meanings: "Affiliate" shall have the meaning ascribed to such term in Rule 12b-2 promulgated under the Securities Exchange Act of 1934, as amended. "Disability" shall mean any physical or mental condition which would qualify the Employee for a disability benefit under any long-term disability plan maintained by the Company or any Affiliate then employing the Employee. "Qualifying Termination" shall mean the Employee's employment is terminated by reason of: (i) Retirement occurring at least twelve (12) months after the first day of the Performance Period, (ii) death or (iii) Disability. "Retirement" shall mean the Employee's termination of his or her employment relationship with the Company under such circumstances determined to constitute retirement by the Committee in its sole discretion. A-1 EXHIBIT B PERFORMANCE GOALS UNDER THE CEO TWO-YEAR CASH-BASED PERFORMANCE AWARD AGREEMENT Performance Goals for Two-Year Performance Period ( , 20__ – , 20__) Performance Goal Threshold Target Maximum Average Return on Invested Capital (weighted as 33-1/3%) Cumulative Earnings Per Share (weighted as 33-1/3%) Cumulative Net Sales (weighted as 33-1/3%) Payment Levels 50% 100% 200% • The amount earned by the Employee for performance between the threshold, target and maximum performance levels will be linearly interpolated. B-1 EX-10.1 3 d688800dex101.htm EX-10.1 EX-10.1 EXHIBIT 10.1 CEO TWO-YEAR CASH-BASED PERFORMANCE AWARD AGREEMENT GRANTED TO GRANT DATE AMOUNT OF AWARD ($) SOCIAL SECURITY NUMBER , mm/dd/yyyy Threshold Amount: Target Amount: Maximum Amount: xxx-xx-xxxx 1. This Agreement. This agreement, together with Exhibit A and Exhibit B (collectively, the "Agreement"), sets forth the terms and conditions of a performance award representing the right to receive a cash payment and a deferred cash payment from Apogee Enterprises, Inc., a Minnesota corporation (the "Company"). This Agreement is issued pursuant to the Apogee Enterprises, Inc. 2009 Stock Incentive Plan, as amended from time to time (the "Plan"), and subject to its terms. View More

Acknowledgment. Executive acknowledges as follows: a. Executive has read the terms of this Agreement, and that Executive understands its terms and effects, including the fact that Executive has agreed to RELEASE AND FOREVER DISCHARGE the Company and each and every one of its affiliated entities from legal action arising out of Executive's employment relationship with the Company and each and every one of its affiliated entitles from legal action arising out of Executive's employment relationship with the Compan...y and the termination of that relationship; b. Executive has signed this Agreement voluntarily and knowingly in exchange for the consideration described herein, which Executive acknowledges is adequate and satisfactory to Executive and which Executive acknowledges is in addition to any other benefits to which Executive is otherwise entitled; c. Executive has been and hereby is advised in writing by the Company to consult with an attorney prior to signing this Agreement; d. Executive has been and hereby is advised in writing by the Company that Executive had at least twenty-one (21) days within which to consider this Agreement. e. Executive is fully aware of the contents of this Agreement and its legal effect, that the preceding paragraphs recite the sole consideration for this Agreement, that all agreements and understandings between the parties regarding the subject matter of this Agreement are embodied and expressed herein, and that Executive has been afforded ample opportunity to consider this Agreement and enters into this Agreement freely, knowingly, and without coercion and not in reliance upon any representations or promises made by the Company or its agents, other than those contained herein; f. This Agreement may not be signed prior to the third calendar day before Executive's Date of Termination. If the Agreement is signed prior to Executive's Date of Termination, the Company reserves the right to have Executive ratify the Agreement on or after Executive's Date of Termination. View More

Acknowledgment. The Executive states and represents that the Executive has had an opportunity to fully discuss and review the terms of this Agreement with an attorney. The Executive further states and represents that the Executive has carefully read this Agreement, understands the contents herein, freely and voluntarily assents to all of the terms and conditions hereof, and signs the Executive's name of the Executive's own free act.

Acknowledgment. By signing below, the parties certify and represent that they have carefully read and considered the foregoing Agreement and fully understand all provisions of this Agreement and understand the consequences of signing this Agreement, and have signed this Agreement voluntarily and without coercion, undue influence, threat, or intimidation of any kind or type whatsoever. [The Remainder of This Page Is Intentionally Left Blank.]

Acknowledgment. Recipient acknowledges that the RSUs constitute full and adequate consideration for Recipient's obligations under this Agreement, the acceptance of the RSUs constitutes an unequivocal acceptance of this Agreement and any attempted modification or deletion will have no force or effect on the Company's right to enforce the terms and conditions stated herein.

Acknowledgment. The Company and Advisor hereby acknowledge and agree as follows: a. The Company has paid all compensation due to Advisor pursuant to the Agreement for any and all services provided by Advisor to the Company prior to January 1, 2022; and b. as of January 1, 2022, Advisor owns (i) 2,500 shares of non-voting common stock of the Company, and (ii) options to purchase 10,000 shares of non-voting common stock of the Company.

Acknowledgment. (c) Potential Unfair Competition: I acknowledge and agree that, as a result of my receipt of Confidential Information, my role at UPS, and my relationships with UPS customers and/or employees, I would have an unfair competitive advantage if I were to violate this Agreement. (d) No Undue Hardship: I acknowledge and agree that, in the event that my employment with the Company terminates for any reason, I possess marketable skills and abilities that will enable me to find suitable employment withou...t violating the covenants set forth in this Agreement. (e) Voluntary Execution: I acknowledge and affirm that I am executing this Agreement voluntarily, that I have read this Agreement carefully, that I have had a full and reasonable opportunity to consider this Agreement (including actual consultation with legal counsel), and that I have not been pressured or in any way coerced, threatened or intimidated into signing this Agreement. View More

Acknowledgment. The Parties acknowledge that Employee ceased performing as services as the Chief Operating Officer of the Employer since April 20, 2018 and the Employee acknowledges and agrees that the transition is being voluntarily made and not due to any disagreement with the management, the board of the directors or auditors of the Employer; but, rather, to enable Employee to focus his time and resources on the sales and marketing of the Employer's products.