Governing Plan Document Contract Clauses (1,000)

Governing Plan Document. This Agreement is subject to all the provisions of the Plan, the provisions of which are incorporated by reference in this Agreement. This Agreement is further subject to all interpretations, amendments, rules and regulations which may from time to time be promulgated and adopted pursuant to the Plan. In the event of any conflict between the provisions of this Agreement and those of the Plan, the provisions of the Plan shall control. END OF RESTRICTED STOCK UNIT AGREEMENT (Refer to RSU Award Gra...nt Notice and Acceptance for Specific Grant Information) 3 EX-10.D 2 wdfc-20200831xex10_d.htm EX-10.D Exhibit 10(d) Exhibit 10(d) WD-40 COMPANY 2016 STOCK INCENTIVE PLAN   FY 20__ RESTRICTED STOCK UNIT AWARD GRANT NOTICE AND ACCEPTANCE    Number of RSU Shares: The Total "Vest Quantity" Shown Above Period of Restriction: Three Year Vesting Vesting / Settlement Dates: For Each "Vest Quantity", Not Later Than the "Vest Dates" Shown Above   FY 20__ RESTRICTED STOCK UNIT AWARD AGREEMENT   Pursuant to your Restricted Stock Unit Award Grant Notice and Acceptance ("Grant Notice") and this Restricted Stock Unit Award Agreement ("Agreement"), WD-40 Company, a Delaware corporation, (the "Company") has awarded to you Restricted Stock Units ("RSUs") under the WD-40 Company 2016 Stock Incentive Plan (the "Plan") with respect to the number of shares of the Company's Common Stock indicated in your Grant Notice. Defined terms not explicitly defined in this Agreement but defined in the Plan shall have the same definitions as in the Plan. The details of your RSUs are as follows: 1. Number of Shares. The number of Shares to be issued to you upon settlement of your RSUs (your "RSU Shares") as referenced in your Grant Notice may be adjusted from time to time upon changes in capitalization of the Company pursuant to Section 18 of the Plan. View More

Governing Plan Document. Your option is subject to all the provisions of the Plan, the provisions of which are hereby made a part of your option, and is further subject to all interpretations, amendments, rules and regulations, which may from time to time be promulgated and adopted pursuant to the Plan. In the event of any conflict between the provisions of your option and those of the Plan, the provisions of the Plan will control. Name and Address of Participant: 2. Date of Option Grant: 3. Type of Grant: __ Incentive ...Stock Option __ Non-Qualified Stock Option 4. Maximum Number of Shares for which this Option is exercisable: 5. Exercise (purchase) price per share: 6. Option Expiration Date: 7. Vesting Start Date: 8. Vesting Schedule: This Option shall become exercisable (and the Shares issued upon exercise shall be vested) as follows provided the Participant is an Employee, director, or Consultant of the Company or of an Affiliate on the applicable vesting date: [ADJUST AS NECESSARY PER PARTICIPANT VESTING SCHEDULE. MINIMUMS SET FORTH BELOW.] [On the first anniversary of the Vesting Start Date ____________ Shares [1/4 of Shares] shall vest. Thereafter, Shares shall vest on a monthly basis with _________ Shares [1/36 of Shares] vesting per month on the monthly anniversary of the Vesting Start Date. Provided the Participant is an Employee, director, or Consultant of the Company or of an Affiliate on the applicable vesting date, all Shares shall be vested in full on the fourth anniversary of the Vesting Start Date.] To the extent that the vesting schedule results in the vesting of a fractional Share, the number of Shares that vest on the particular date will be rounded down to the nearest whole Share and such fraction of a Share shall vest on the last vesting date. The Company and the Participant acknowledge receipt of this Stock Option Grant Notice and agree to the terms of the Stock Option Agreement attached hereto and incorporated by reference herein, the Company's 2017 Equity Incentive Plan and the terms of this Option Grant as set forth above. NEXIMMUNE, INC. By: Name: Title: Participant 2. NEXIMMUNE, INC. 2017 EQUITY INCENTIVE PLAN OPTION AGREEMENT (INCENTIVE STOCK OPTION OR NONSTATUTORY STOCK OPTION) Pursuant to your Stock Option Grant Notice ("Grant Notice") and this Option Agreement, NexImmune, Inc., a Delaware corporation (the "Company") has granted you an option under its 2017 Equity Incentive Plan (the "Plan") to purchase the number of shares of the Company's Common Stock indicated in your Grant Notice at the exercise price indicated in your Grant Notice. Defined terms not explicitly defined in this Option Agreement but defined in the Plan will have the same definitions as in the Plan. The details of your option are as follows: 1. VESTING. Subject to the limitations contained in this Option Agreement, your option will vest as provided in your Grant Notice, provided that vesting will cease upon the termination of your Continuous Service. View More

Governing Plan Document. Your Award is subject to all the provisions of the Plan, the provisions of which are hereby made a part of your Award, and is further subject to all interpretations, amendments, rules and regulations which may from time to time be promulgated and adopted pursuant to the Plan. Your Award (and any compensation paid or shares issued under your Award) is subject to recoupment in accordance with The Dodd–Frank Wall Street Reform and Consumer Protection Act and any implementing regulations thereunder,... any clawback policy adopted by the Company and any compensation recovery policy otherwise required by applicable law. No recovery of compensation under such a clawback policy will be an event giving rise to a right to voluntarily terminate employment upon a resignation for "good reason," or for a "constructive termination" or any similar term under any plan of or agreement with the Company.20.CHOICE OF LAW; FORUM SELECTION; WAVIER OF JURY TRIAL. The interpretation, performance and enforcement of this Agreement shall be governed by the laws of the Commonwealth of Virginia without regard to such state's conflicts of laws rules. Any legal action or other legal proceeding relating to this Agreement or the enforcement of any provision of this Agreement may be brought or otherwise commenced in any state and federal court located in Fairfax County, Virginia. You expressly and irrevocably consent and submit to the jurisdiction of each state and federal court located in Fairfax County, Virginia (and each appellate court located in the Commonwealth of Virginia), in connection with any such legal proceeding. YOU IRREVOCABLY WAIVE THE RIGHT TO A JURY TRIAL IN CONNECTION WITH ANY LEGAL PROCEEDING RELATING TO THIS AGREEMENT OR THE ENFORCEMENT OF ANY PROVISION OF THIS AGREEMENT.6. View More

Governing Plan Document. This Agreement and Option are subject to all the provisions of the Plan, and to all interpretations, rules and regulations which may, from time to time, be adopted and promulgated by the Committee pursuant to the Plan. If there is any conflict between the provisions of this Agreement and the Plan, the provisions of the Plan will govern. 4 14. Choice of Law. This Agreement will be interpreted and enforced under the laws of the state of Minnesota (without regard to its conflicts or choice of law p...rinciples). View More

Governing Plan Document. This Agreement and Performance Share Unit Award are subject to all the provisions of the Plan, and to all interpretations, rules and regulations which may, from time to time, be adopted and promulgated by the Committee pursuant to the Plan. If there is any conflict between the provisions of this Agreement and the Plan, the provisions of the Plan, as it may be amended from time to time, will govern. You acknowledge that any shares of Company common stock delivered pursuant to this Agreement will ...be subject to the terms of the Company's Securities Trading Policy or any successor insider trading policy adopted by the Company from time to time. View More

Governing Plan Document. This Agreement incorporates by reference all of the terms and conditions of the Plan, as presently existing and as hereafter amended. Participant expressly acknowledges and agrees that the terms and provisions of this Agreement are subject in all respects to the provisions of the Plan. Participant also expressly: (a) Acknowledges receipt of the Plan and represents that Participant is familiar with the provisions of the Plan, and that Participant enters into this Agreement subject to all of the p...rovisions of the Plan; (b) Recognizes that the Committee has been granted complete authority to administer the Plan in its sole discretion, and agrees to accept all decisions related to the Plan and all interpretations of the Plan made by the Committee as final and conclusive upon Participant and upon all persons at any time claiming any interest through Participant in the Restricted Stock Units or the Shares subject to this Agreement; and (c) Acknowledges and understands that the establishment of the Plan and the existence of this Agreement are not sufficient, in and of themselves, to exempt Participant from the requirements of Section 16(b) of the Exchange Act and any rules or regulations promulgated thereunder, and that Participant (to the extent Section 16(b) applies to Participant) shall not be exempt from such requirements pursuant to Rule 16b-3 unless and until Participant shall comply with all applicable requirements of Rule 16b-3, including without limitation, the possible requirement that Participant must not sell or otherwise dispose of any Shares acquired pursuant to Restricted Stock Units unless and until a period of at least six months shall have elapsed between the date upon which such Restricted Stock Units were granted to Participant and the date upon which Participant desires to sell or otherwise dispose of such Shares. View More