Incorporation by Reference Contract Clauses (405)

Incorporation by Reference. Sections 1.02 (Construction) 11.03 (Assignment), 11.06 (Governing Law), 11.07 (Captions; Counterparts), 11.09 (Entire Agreement), 11.10 (Amendments), 11.11 (Severability), 11.12 (Jurisdiction; Waiver of Jury Trial), 11.13 (Enforcement) and 11.15 (Non-Survival of Representations, Warranties and Covenants) of the Merger Agreement are incorporated herein by reference and shall apply to this Agreement mutatis mutandis.

Incorporation by Reference. Sections 8.1 (Non-Survival), 8.2 (Entire Agreement; Assignment). 8.3 (Amendment), 8.5 (Governing Law), 8.7 (Construction; Interpretation), 8.10 (Severability), 8.11 (Counterparts; Electronic Signatures), 8.15 (Waiver of Jury Trial), 8.16 (Submission to Jurisdiction) and 8.17 (Remedies) of the Business Combination Agreement are incorporated herein and shall apply to this Agreement mutatis mutandis.

Incorporation by Reference. The terms of the Note, except as amended by this Amendment, are incorporated herein by reference and will form a part of this Amendment as if set forth herein in their entirety.

Incorporation by Reference. Sections 1.03 (Construction), 9.03 (Amendment), 10.02 (Non-Survival of Representations, Warranties and Covenants), 10.03 (Severability), 10.04 (Entire Agreement; Assignment), 10.06 (Governing Law), 10.07 (Waiver of Jury Trial), 10.08 (Headings), 10.09 (Counterparts; Electronic Delivery), 10.10 (Specific Performance), and 10.11 (No Recourse) of the Merger Agreement are incorporated herein by reference and shall apply to this Agreement mutatis mutandis.

Incorporation by Reference. The terms and conditions of the Plan, a copy of which has been delivered to Executive, are hereby incorporated herein and made a part hereof by reference as if set forth in full. In the event of any conflict or inconsistency between the provisions of this Agreement and those of the Plan, the provisions of the Plan shall govern and control.

Incorporation by Reference. The provisions of the Plan are incorporated herein by reference. Except as otherwise expressly set forth herein, this Agreement shall be construed in accordance with the provisions of the Plan and any capitalized terms not otherwise defined in this Agreement shall have the definitions set forth in the Plan. The Administrator shall have the authority to interpret and construe the Plan and this Agreement and to make any and all determinations thereunder, and its decision shall be binding and concl...usive upon the Participant and his or her legal representative in respect of any questions arising under the Plan or this Agreement. View More

Incorporation by Reference. The terms of the Plan to the extent not stated herein are expressly incorporated herein by reference and in the event of any conflict between this Agreement and the Plan, the terms of the Plan shall govern, control and supersede over the provisions of this Agreement. Capitalized terms used in this Agreement and not defined shall have the meanings given in the Plan. All of the terms and conditions of this Agreement are hereby confirmed, ratified, approved and accepted by the Company and by the Em...ployee, who has accepted this Agreement and its terms pursuant to Employee's electronic submission of Employee's confirmation of this Agreement in accordance with the instructions contained on the online website maintained for the benefit of the Company for grants of restricted stock units by the Company. EX-10.5 6 a16-8592_1ex10d5.htm EX-10.5 Exhibit 10.5 HANGER, INC. Restricted Stock Unit Agreement for Executives THIS AGREEMENT (this "Agreement") is made by and between HANGER, INC., a Delaware corporation (the "Company"), and the employee (the "Employee") identified on the Company's online electronic list of persons to whom a grant of restricted stock units has been made by the Company. W I T N E S S E T H: WHEREAS, the Company desires to award to the Employee restricted stock units relating to the Company's common stock, par value $.01 per share (the "Common Stock"), under the Company's 2016 Omnibus Incentive Plan (the "Plan") in consideration for the Employee's service to the Company and its Affiliates. NOW, THEREFORE, the parties hereto, intending to be legally bound, do agree as follows: 1. Award of Restricted Stock Units. Subject to the terms and conditions of this Agreement and the Plan, the Employee is granted restricted stock units relating to the number of shares of Common Stock as set forth on the Company's online electronic list as being granted to the Employee (hereinafter such units are referred to as the "Restricted Stock Units") as of the date shown on the Company's online electronic list as being the date of grant to the Employee (the "Grant Date"). View More

Incorporation by Reference. Reference is made to that certain letter agreement by and between MagnaChip Semiconductor, Ltd. ("MSK") and you, entered into as of November 3, 2015 (the "Severance Agreement"). Except as otherwise provided herein, all terms and conditions contained in the Severance Agreement shall remain in full force and effect. If any provision contained in the Severance Agreement conflicts with any provision in this Separation Agreement, the provision contained in this Separation Agreement shall govern and c...ontrol. Capitalized terms used herein without definition shall have the respective meanings assigned to them in the Severance Agreement. Sections 8 (Cooperation), 9 (Taxes; Section 409A), 11 (General) and 12 (Disputes) of the Severance Agreement are hereby incorporated herein by reference, and they shall have the same effect herein as in the Severance Agreement. View More

Incorporation by Reference. The provisions of Article 6 of the Facility Agreement are incorporated herein by reference mutatis mutandis.

Incorporation by Reference. The Attachments to this Agreement referred to or included herein constitute integral parts to this Agreement and are incorporated into this Agreement by this reference.