Miscellaneous Clause Example with 13 Variations from Business Contracts

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (d) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party 3 except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. herein. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (e) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. 5 EX-10.3 **************** By accepting this Agreement, you irrevocably agree to be bound by the terms hereof. To accept this Agreement, please follow the procedures set forth below: Step 1: View your Award Summary (confirm that the number of shares awarded is correct). Step 2: Read and review the documentation. Step 3: Confirm the review/acceptance of your Award and this Agreement. Step 4: Receive an online confirmation of your acceptance. 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.11 4 a2225345zex-10_11.htm EX-10.11 Exhibit 10.3 10.11 Fiscal 2018 2016 Form AAR CORP. Director Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), ("Plan"), the terms of which are hereby incorporated by reference, reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation ("Company"), hereby grants to Grantee a restricted stock award ("Award"), effective July 10, 2017("Date June 1, 2015 ("Date of Award"), for the number of 5,000 shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, and incorporated herein by reference, Shares"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not The Company will accept the Award and this Agreement within 30 days from on the date of Grantee's behalf in accordance with the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing by the Company. instructions on page 4. View More

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (d) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. herein. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (e) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. **************** By accepting this Agreement, you irrevocably agree to be bound by the terms hereof. To accept this Agreement, please follow the procedures set forth below: Step 1: View your Award Summary (confirm that the number of shares awarded is correct). Step 2: Read and review the documentation. Step 3: Confirm the review/acceptance of your Award and this Agreement. Step 4: Receive an online confirmation of your acceptance. EX-10.14 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 a2220733zex-10_14.htm EX-10.14 Exhibit 10.3 10.14 Fiscal 2018 2015 Form AAR CORP. Director Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), ("Plan"), the terms of which are hereby incorporated by reference, reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation ("Company"), hereby grants to Grantee a restricted stock award ("Award"), effective July 10, 2017("Date June 1, 2014 ("Date of Award"), for the number of 5,000 shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, and incorporated herein by reference, Shares"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). (www.benefitaccess.com). If the Grantee does not accept the Award and this Agreement within 30 days from the date of the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This Award In the event the Option shall be exercised in whole or in part, the number of Shares of Common Stock subject to the Option shall be reduced accordingly. (b) When the Option expires, such expiration shall occur at the Company's close of business on the date of expiration. (c) The Option shall be exercised only in accordance with such Company administrative procedures as may be in effect from time to time. (d) The Option and this Agreement shall be construed, administered and govern...ed in all respects under and by the laws of the State of Illinois. (b) (e) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Plan or the notification of grant letter. (f) Nothing in the Award Option shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the employment of the Grantee at any time for any reason or no reason. (d) -4- (g) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (h) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, 2, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award Option shall supercede any inconsistent or contrary provision of this Agreement. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (i) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: General Counsel: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 -5- EX-10.2 3 air-20190831ex10290d902.htm EXHIBIT 10.2 air_20190924_Ex10_2 Exhibit 10.3 10.2 Fiscal 2018 2020 Form AAR CORP. Restricted Non-Qualified Stock Option Agreement ("Agreement") Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 2020 (together, the "Plan"), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. CORP., a Delaware corporation ("Company"), hereby grants to the Grantee a restricted stock award ("Award"), an option, effective July 10, 2017("Date 8, 2019 ("Date of Award"), for Grant") entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share ("Common Stock"), at an exercise price of $37.66, and in the number of shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award option grant letter to the Grantee, Grantee and incorporated herein by reference, reference ("Option"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by Grantee. The Award exercise of the Option is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award Option as set forth in this Agreement. The Grantee must confirm acceptance of the Award Option and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not accept the Award Option and this Agreement within 30 days from the date of the notification of the Award, Option, the Award Option grant referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This Award In the event the Option shall be exercised in whole or in part, the number of Shares of Common Stock subject to the Option shall be reduced accordingly. (b) When the Option expires, such expiration shall occur at the Company's close of business on the date of expiration. (c) The Option shall be exercised only in accordance with such Company administrative procedures as may be in effect from time to time. (d) The Option and this Agreement shall be construed, administered and govern...ed in all respects under and by the laws of the State of Illinois. (b) (e) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Plan or the notification of grant letter. (f) Nothing in the Award Option shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the employment of the Grantee at any time for any reason or no reason. (d) 4 (g) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (h) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, 2, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award Option shall supercede any inconsistent or contrary provision of this Agreement. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (i) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: General Counsel: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.2 3 a16-17800_1ex10d2.htm EX-10.2 Exhibit 10.3 Fiscal 2018 Form 10.2 AAR CORP. Restricted Non-Qualified Stock Option Agreement ("Agreement") Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 2017 (together, the "Plan"), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. CORP., a Delaware corporation ("Company"), hereby grants to the Grantee a restricted stock award ("Award"), an option, effective July 10, 2017("Date 11, 2016 ("Date of Award"), for Grant") entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share ("Common Stock"), at an exercise price of $24.00, and in the number of shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award option grant letter to the Grantee, Grantee and incorporated herein by reference, reference ("Option"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by Grantee. The Award exercise of the Option is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award Option as set forth in this Agreement. The Grantee must confirm acceptance of the Award Option and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not accept the Award Option and this Agreement within 30 days from the date of the notification of the Award, Option, the Award Option grant referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This Award In the event the Option shall be exercised in whole or in part, the number of Shares of Common Stock subject to the Option shall be reduced accordingly. (b) When the Option expires, such expiration shall occur at the Company's close of business on the date of expiration. (c) The Option shall be exercised only in accordance with such Company administrative procedures as may be in effect from time to time. (d) The Option and this Agreement shall be construed, administered and govern...ed in all respects under and by the laws of the State of Illinois. (b) (e) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Plan or the notification of grant letter. (f) Nothing in the Award Option shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the employment of the Grantee at any time for any reason or no reason. (d) 4 (g) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (h) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, 2, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award Option shall supercede any inconsistent or contrary provision of this Agreement. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (i) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: General Counsel: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.2 3 a18-29005_1ex10d2.htm EX-10.2 Exhibit 10.3 10.2 Fiscal 2018 2019 Form AAR CORP. Restricted Non-Qualified Stock Option Agreement ("Agreement") Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. CORP., a Delaware corporation ("Company"), hereby grants to the Grantee a restricted stock award ("Award"), an option, effective July 10, 2017("Date 9, 2018 ("Date of Award"), for Grant") entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share ("Common Stock"), at an exercise price of $48.09, and in the number of shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award option grant letter to the Grantee, Grantee and incorporated herein by reference, reference ("Option"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by Grantee. The Award exercise of the Option is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award Option as set forth in this Agreement. The Grantee must confirm acceptance of the Award Option and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not accept the Award Option and this Agreement within 30 days from the date of the notification of the Award, Option, the Award Option grant referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. 4 (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, 4, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. ***************** By accepting this Agreement, you irrevocably agree to be bound by the terms hereof. To accept this Agreement, please follow the procedures set forth below: Step 1: View your Award Summary (confirm that the number of shares awarded matches that shown in the Award grant letter you received from the Company). Step 2: Read and review the documentation. Step 3: Confirm the review/acceptance of your Award and this Agreement. Step 4: Receive an online confirmation of your acceptance. 5 EX-10.3 EX-10.12 4 a17-21333_1ex10d3.htm EX-10.3 a2220733zex-10_12.htm EX-10.12 Exhibit 10.3 10.12 Fiscal 2018 2015 Form AAR CORP. Performance Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 2015 (together, the "Plan"), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. CORP., a Delaware corporation ("Company"), hereby grants to the Grantee a performance restricted stock award ("Award"), effective July 10, 2017("Date 14, 2014 ("Date of Award"), for the number of shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, Grantee and incorporated herein by reference, subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). (www.benefitaccess.com). If the Grantee does not accept the Award and this Agreement within 30 days from the date of the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (d) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. herein. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless 3 evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (e) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. 4 EX-10.9 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 a2239223zex-10_9.htm EX-10.9 Exhibit 10.3 10.9 Fiscal 2018 2020 Form AAR CORP. Director Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), ("Plan"), the terms of which are hereby incorporated by reference, reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation ("Company"), hereby grants to Grantee a restricted stock award ("Award"), effective July 10, 2017("Date June 3, 2019 ("Date of Award"), for the number of 3,922 shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, and incorporated herein by reference, Shares"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not The Company will accept the Award and on the Grantee's behalf. By acceptance of this Agreement within 30 days from the date of the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing Agreement, you irrevocably agree to be bound by the Company. terms hereof. View More

Miscellaneous. (a) This Award In the event the Option shall be exercised in whole or in part, the number of Shares of Common Stock subject to the Option shall be reduced accordingly. (b) When the Option expires, such expiration shall occur at the Company's close of business on the date of expiration. (c) The Option shall be exercised only in accordance with such Company administrative procedures as may be in effect from time to time. (d) The Option and this Agreement shall be construed, administered and govern...ed in all respects under and by the laws of the State of Illinois. (b) (e) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Plan or the notification of grant letter. (f) Nothing in the Award Option shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the employment of the Grantee at any time for any reason or no reason. (d) 4 (g) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (h) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, 2, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award Option shall supercede any inconsistent or contrary provision of this Agreement. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (i) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: General Counsel: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.2 3 a17-21333_1ex10d2.htm EX-10.2 Exhibit 10.3 10.2 Fiscal 2018 Form AAR CORP. Restricted Non-Qualified Stock Option Agreement ("Agreement") Subject to the provisions set forth herein and the terms and conditions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), the terms of which are hereby incorporated by reference, and in consideration of the agreements of the Grantee herein provided, AAR CORP. CORP., a Delaware corporation ("Company"), hereby grants to the Grantee a restricted stock award ("Award"), an option, effective July 10, 2017("Date 2017 ("Date of Award"), for Grant") entitling the Grantee to purchase from the Company common stock of the Company, par value $1.00 per share ("Common Stock"), at an exercise price of $35.26, and in the number of shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award option grant letter to the Grantee, Grantee and incorporated herein by reference, reference ("Option"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by Grantee. The Award exercise of the Option is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award Option as set forth in this Agreement. The Grantee must confirm acceptance of the Award Option and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not accept the Award Option and this Agreement within 30 days from the date of the notification of the Award, Option, the Award Option grant referenced herein shall expire unless the acceptance date is extended in writing signed by the Company. View More

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (d) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. herein. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless 3 evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (e) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.9 2 a2236183zex-10_9.htm EX-10.9 Exhibit 10.3 10.9 Fiscal 2018 2019 Form AAR CORP. Director Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), ("Plan"), the terms of which are hereby incorporated by reference, reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation ("Company"), hereby grants to Grantee a restricted stock award ("Award"), effective July 10, 2017("Date June 1, 2018 ("Date of Award"), for the number of 2,648 shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, and incorporated herein by reference, Shares"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not The Company will accept the Award and on the Grantee's behalf. By acceptance of this Agreement within 30 days from the date of the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing Agreement, you irrevocably agree to be bound by the Company. terms hereof. View More

Miscellaneous. (a) This The Award and this Agreement shall be construed, administered and governed in all respects under and by the laws of the State of Illinois. (b) Capitalized terms used herein and not defined herein will have the meanings set forth in the Plan. (c) Nothing in the Award shall confer on the Grantee any right to be or to continue in the employ of the Company or any of its Subsidiaries or shall interfere in any way with the right of the Company or any of its Subsidiaries to terminate the emplo...yment of the Grantee at any time for any reason or no reason. (d) This Agreement has been examined by the parties hereto, and accordingly the rule of construction that ambiguities be construed against a party which causes a document to be drafted shall have no application in the construction or interpretation hereof. If any part of this Agreement is held invalid for any reason, the remainder hereof shall nevertheless remain in full force and effect. (e) (d) This Agreement constitutes the entire agreement between the parties concerning the subject matter hereof and any prior understanding or representation of any kind antedating this Agreement concerning such subject matter shall not be binding upon either party except to the extent incorporated herein; provided, however, that this Agreement, including 4 paragraph 3, shall be subject to the provisions of any written employment or severance agreement that has been or may be executed by the Grantee and the Company, and the provisions in such employment or severance agreement concerning the Award shall supercede any inconsistent or contrary provision of this Agreement. herein. No consent, waiver, modification or amendment hereof, or additional obligation assumed by either party in connection herewith, shall be binding unless 3 evidenced by a writing signed by both parties and referring specifically hereto. No consent, waiver, modification or amendment with respect hereto shall be construed as applicable to any past or future events other than the one in respect of which it was specifically made. (f) (e) This Agreement shall be construed consistent with the provisions of the Plan and in the event of any conflict between the terms of this Agreement and the terms of the Plan, the terms of the Plan shall control and any terms of this Agreement which conflict with Plan terms shall be void. Questions concerning the provisions of this Agreement should be directed to the Company's Corporate Secretary: 630/227-2050; fax 630/227-2059. 5 EX-10.3 4 a17-21333_1ex10d3.htm EX-10.3 EX-10.11 2 a2228768zex-10_11.htm EX-10.11 Exhibit 10.3 10.11 Fiscal 2018 2017 Form AAR CORP. Director Restricted Stock Agreement ("Agreement") Subject to the provisions of the AAR CORP. 2013 Stock Plan and the Long-Term Incentive Plan for Fiscal 2018 (together, the "Plan"), ("Plan"), the terms of which are hereby incorporated by reference, reference herein, and in consideration of the agreements of the Grantee herein provided, AAR CORP. a Delaware corporation ("Company"), hereby grants to Grantee a restricted stock award ("Award"), effective July 10, 2017("Date June 1, 2016 ("Date of Award"), for the number of 5,000 shares of common stock ("Common Stock") of the Company, $1.00 par value ("Award Shares") set forth in the Company's notification of Award grant letter to the Grantee, and incorporated herein by reference, Shares"), subject to the forfeiture and nontransferability provisions hereof and the other terms and conditions set forth herein: 1. Acceptance by By Grantee. The Award is conditioned upon the acceptance by the Grantee of the terms and conditions of the Award as set forth in this Agreement. The Grantee must confirm acceptance of the Award and this Agreement on Morgan Stanley's web site (www.stockplanconnect.com). If the Grantee does not The Company will accept the Award and on the Grantee's behalf. By acceptance of this Agreement within 30 days from the date of the notification of the Award, the Award referenced herein shall expire unless the acceptance date is extended in writing Agreement, you irrevocably agree to be bound by the Company. terms hereof. View More