Grant Contract Clauses (788)

Grant. Subject to the terms of the Plan and this Option Agreement, the Company hereby grants to the Optionee a stock option (the "Option") to purchase from the Company the amount of Common Stock ("Stock") shown in the Customizing Information under "Shares Granted." If so provided in the "Grant Type" shown in the Customizing Information, this Option is intended to constitute for United States income tax purposes an Incentive Stock Option and to qualify for special United States federal income tax treatm...ent under Section 422 of the Code and upon exercise, the maximum number of shares that can be treated as Incentive Stock Options shall be so treated, and the remainder shall be treated as Nonstautory Stock Options. View More

Grant. The Corporation hereby grants to the Participant an award of Restricted Stock Units ("RSUs"), as set forth in the Notice of Grant of Restricted Stock Units and subject to the terms and conditions in this Agreement and the Corporation's Amended and Restated 2005 Equity Incentive Plan (the "Plan"). Unless otherwise defined herein, the terms defined in the Plan shall have the same defined meanings in this Restricted Stock Unit Agreement (the "Agreement").

Grant. Effective as of the Grant Date, the Company hereby grants to you, subject to your acceptance hereof, an Award of Performance Share Units (the "Units") in an amount initially equal to the Target Number of Units indicated in the table below. Each Unit represents the right to receive one Share of the Company's common stock, $0.01 par value (the "Common Stock"), following the vesting of the Unit.2. Acceptance of Award of Performance Share Units. This Award of Performance Share Units is subject to an...d governed by this Agreement, which includes the Terms and Conditions and Schedule A, and the terms and provisions of the Plan. To accept this Award, this Agreement must be delivered and accepted by you through an electronic medium in accordance with procedures established by the Company, or you must sign and return a copy of this Agreement to the Company, in either case within sixty (60) days after the Grant Date. By so doing, you acknowledge receipt of the Agreement and the Plan, and represent that you have read and understand the same and agree to be bound by the terms and provisions of this Agreement, including Section 1(b) of the Terms and Conditions, and of the Plan. Any question of administration or interpretation arising under this Agreement shall be determined by the Committee administering the Plan, and such determination shall be final, conclusive and binding upon all parties in interest. Name of Recipient: Target Number of Units: Grant Date: Performance Period: Vesting Schedule:The number of Units determined in accordance with Schedule A to have been earned as of the end of the Performance Period will vest* on the date the Committee certifies such performance results, which shall be no later than 70 days after the end of the Performance Period (the "Scheduled Vesting Date")Performance Metric:[Metric #1 - See Schedule A] [Metric #2 – See Schedule A]* Assumes your employment has been continuous from the Grant Date to the vesting date. SUPERVALU INC. RECIPIENT:By: Bruce H. Besanko FIRST_NAME-MIDDLE_NAME- LAST_NAME- Executive Vice President, Chief Operating EMPLOYEE_IDENTIFIER- Officer and Chief Financial Officer 1An individual PSU Award recipient will receive separate award agreements for the PSUs that are subject to the [Metric #1] performance metric and the PSUs that are subject to the [Metric #2] performance metric. These award agreements will be identical, and in the form of this document, except that where there are bracketed alternative provisions in this document and alternative Schedules A, the first alternative will apply to the [Metric #1] form of award agreement, and the second alternative will apply to the [Metric #2] form of award agreement. 1 SUPERVALU INC. 2012 STOCK PLAN PERFORMANCE SHARE UNIT AWARD TERMS AND CONDITIONS 1. Award of Performance Share Units. (a) Nature of Award. The Company hereby confirms the grant to you, as of the Grant Date and subject to the terms and conditions of this Agreement and the Plan, the Award of Units in an amount initially equal to the Target Number of Units specified on the cover page of this Agreement. The number of Units that may actually be earned and become eligible to vest pursuant to this Award can be between zero and [____%] [____%] of the Target Number of Units, plus any Dividend Equivalent Units (as defined in Section 3 of these Terms and Conditions) that are credited to you in accordance with this Agreement. Each earned Unit that thereafter vests represents the right to receive one Share of the Company's common stock. Prior to their settlement or forfeiture in accordance with the terms of this Agreement, the Units granted to you will be credited to an account in your name maintained by the Company. This account will be unfunded and maintained for book-keeping purposes only, with the Units simply representing an unfunded and unsecured contingent obligation of the Company. (b) Conditions of Acceptance. By accepting this Award and entering into this Agreement, you acknowledge and agree that (i) this Award is granted pursuant to the Plan and that if any provision of this Agreement is inconsistent with the terms and provisions of the Plan, the terms and provisions of the Plan will govern; (ii) this Award and any amounts payable pursuant to this Award are not considered payments for a long term incentive plan cycle or a form of multi-year performance award for purposes of the Company's Executive & Officer Severance Pay Plan, as amended ("E&O Plan") and consequently are not subject to, and will not be included for purposes of calculating any benefit to which you may entitled under, the E&O Plan or any other Company plan referenced in Section 9(j) of the Plan; and (iii) this Agreement shall be deemed an amendment to the E&O Plan with respect to the terms set forth in clause (ii) of this Section 1(b). View More

Grant. Subject to the terms and conditions of this Agreement, JHU grants LICENSEE an EXCLUSIVE LICENSE under the LICENSED PATENT(S) and a nonexclusive right under other TECHNOLOGY in the LICENSED FIELD(S) of USE to utilize the TECHNOLOGY to make, have made, use, import, offer to sell and sell LICENSED PRODUCTS and perform LICENSED SERVICES in the LICENSED TERRITORY. This Grant shall apply to the LICENSEE and any AFFILIATED COMPANY, except that any AFFILIATED COMPANY shall not have the right to sublicen...se others without JHU approval, such approval not to be unreasonably withheld. If any AFFILIATED COMPANY exercises rights under this Agreement, such AFFILIATED COMPANY shall be bound by all terms and conditions of this Agreement, including but not limited to indemnity and insurance provisions and royalty payments. In addition, LICENSEE shall remain fully liable to JHU for all acts and obligations of such AFFILIATED COMPANY such that acts of the AFFILIATED COMPANY shall be considered acts of the LICENSEE. 2.2 Retained Rights. 2.2.1 JHU Rights. JHU retains the right, on behalf of itself, the INVENTORS and all other non-profit academic or research institutions to whom JHU extends rights, to practice a LICENSED PATENT and use TECHNOLOGY solely for any non-commercial non- profit research or other non-commercial non-profit purpose, including, but not limited to non- 6 commercial sponsored research and collaborations solely with non-commercial entities. JHU shall have the right to publish any information included in the TECHNOLOGY or a LICENSED PATENT. In order to balance this right with LICENSEE's exclusive rights under this Agreement, INVENTORS will submit any and all proposed disclosures related to the TECHNOLOGY or a LICENSED PATENT in the LICENSED FIELD OF USE to LICENSEE for its review at least thirty (30) days prior to the scheduled disclosure of the results to any third party (including, without limitation, to any journal for review). LICENSEE will complete its review within thirty (30) days of receipt of the submitted documents. LICENSEE may request that INVENTORS delete from the documents any reference to LICENSEE's Confidential Information. If, during its thirty (30) day review period, LICENSEE notifies JHU and/or INVENTORS that it desires to file patent applications on any inventions disclosed in the documents, INVENTORS will defer publication/disclosure for up to sixty (60) additional days from the date of submission of the document to LICENSEE. 2.2.2 Government Rights. This Agreement is subject to Title 35 Sections 200- 204 of the United States Code as implemented in 37 CFR Part 401, as may be amended from time to time. Among other things, these provisions provide the United States Government with certain nonexclusive rights in a LICENSED PATENT if federal funds were used to develop the TECHNOLOGY. They also impose the obligation that LICENSED PRODUCTS sold or produced in the United States be "manufactured substantially in the United States". LICENSEE will ensure all required obligations of these provisions are met. 2.3 Specific Exclusions. JHU does not: 2.3.1 commit to LICENSEE to bring suit against third parties for infringement, except as described in Article 9; or 2.3.2 agree to furnish to LICENSEE any technology or technological information other than the TECHNOLOGY; or 2.3.3 agree to provide LICENSEE with any know how, invention, data, results or other assistance in the future unless specifically and clearly identified in this Agreement. 2.4 Global Access for Essential Medicines. This Agreement is subject to the provisions of Exhibit D: GLOBAL ACCESS FOR ESSENTIAL MEDICINES. View More

Grant. Pursuant to the terms of an Amended and Restated Employment Agreement dated as of July 1, 2012 by and between the Company and the Employee, as amended on December 12, 2013 (hereinafter as amended, the "Employment Agreement"), the Company hereby grants to the Employee an award with respect to an aggregate of 100,000 stock units (subject to adjustment as provided in Section 3 below) (the "Stock Units"). As used herein, the term "Stock Unit" shall mean a non-voting unit of measurement which is deem...ed for bookkeeping purposes to be equivalent to one outstanding share of the Company's common stock (the "Common Stock") (subject to adjustment as provided in Section 3 of this Agreement) solely for purposes of this Agreement. View More

Grant. (a) Subject to the terms set forth below, Armstrong World Industries, Inc. (the "Company") has granted to the designated employee (the "Grantee") two target awards (the "Target Award") of performance-based restricted stock units (the "Performance Units") as specified in the 2016 Long-Term Performance Restricted Stock Unit Grant Letters to which these Grant Conditions relate (the "Grant Letters"). The "Date of Grant" is April 11, 2016. The Performance Units are Stock Units with respect to common ...stock of the Company ("Company Stock"). (b) The Performance Units shall be earned, vested and payable if and to the extent that the Cumulative Free Cash Flow and Absolute TSR performance goals set forth in the Grant Letters (the "Performance Goals"), employment conditions and other terms of these Grant Conditions are met. The "Performance Period" for which the attainment of the Performance Goals will be measured is the period beginning April 1, 2016 and ending December 31, 2018. (c) These Terms and Conditions (the "Grant Conditions") are part of the Grant Letters. This grant is made under the Armstrong World Industries, Inc. 2011 Long-Term Incentive Plan (the "Plan"). Any terms not defined herein shall have the meanings set forth in the Plan. View More

Grant. The Company hereby grants to the Participant a Restricted Stock Award (the "Award") of [[SHARESGRANTED]] shares of Stock (the "Restricted Shares"). The Award will be subject to the terms and conditions of the Plan and this Agreement. The Award constitutes the right, subject to the terms and conditions of the Plan and this Agreement, to distribution of the Restricted Shares.

Grant. Subject to the terms of this Award Agreement and pursuant to the AdvancePierre Foods Holdings, Inc. 2009 Omnibus Equity Incentive Plan, as attached hereto as Exhibit A (the "Plan"), the Company hereby grants to the Holder, effective as of the date hereof, an award of restricted share units ("Restricted Share Units") with respect to the aggregate number of Shares listed above (the "Award"), subject to the terms and conditions set forth herein and in the Plan.

Grant. The Committee hereby grants the Option to the Participant on the Grant Date for the purchase from the Company of all or any part of an aggregate of Shares (subject to adjustment as provided in Section 4.3 of the Plan).

Grant. Under the terms and provisions of the Newell Rubbermaid Inc. 2013 Incentive Plan, or any successor plan (the "Stock Plan"), the Organizational Development & Compensation Committee and its Equity Award Subcommittee (individually or collectively referred to herein as the "Committee") of the Board of Directors of Newell Brands Inc. (the "Company"), at any time and from time to time, may each grant awards based on shares of the Company's Common Stock, including Restricted Stock Units and Stock Optio...ns, to eligible employees in such amounts as the Committee shall determine. The 2015 Newell Rubbermaid Inc. International Incentive Plan (the "International Plan") establishes authority to grant similar awards, including Stock Units and Stock Appreciation Rights ("SARs"), to Employees who reside outside the United States, other than such employees residing in Argentina and Venezuela, with such awards to be settled only in cash. This document, referred to herein as the "LTIP", establishes a methodology for determining awards of Restricted Stock Units (including Stock Units under the International Plan), Stock Options and SARs under the Stock Plan and the International Plan in 2021 to eligible Newell legacy employees with positions in Salary Bands 6-15 and other comparable positions selected by the Committee (collectively the "Key Employees"). The Committee or, in the case of awards to the Chief Executive Officer, the independent members of the Board of Directors (the "Independent Directors"), intends to grant Restricted Stock Units and Stock Options/SARs to Key Employees pursuant to the guidelines set forth below. The Committee has delegated to certain officers of the Company (the "Authorized Officers") its authority to determine awards of Restricted Stock Units and Stock Options/SARs to Key Employees in accordance with this LTIP other than (i) officers subject to Section 16 of the Securities Exchange Act of 1934, as amended, (ii) any employee for whom the Committee specifically approved a 2021 LTIP award, or (iii) as may be prohibited by applicable law, regulation or rule of a stock exchange on which the Company's stock is listed. As used herein, the term "Committee" shall include the Committee, the Independent Directors or the Authorized Officers, as the context requires. View More