Nature of the Grant Contract Clauses (120)

Grouped Into 8 Collections of Similar Clauses From Business Contracts

This page contains Nature of the Grant clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Nature of the Grant. In accepting the RSUs, the Participant acknowledges that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Agreement; (b) the grant of the RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the ...past; (c) all decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) the Participant's participation in the Plan is voluntary; (e) the RSUs are outside the scope of the Participant's employment contract, if any; (f) the RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any overtime, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments; (g) in the event that the Participant is not an employee of the Company, the grant of the RSUs will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the RSUs will not be interpreted to form an employment contract with the Employer or any Related Entity; (h) the future value of the underlying Shares is unknown and cannot be predicted with certainty; (i) if the Participant receives Shares upon vesting of the RSUs, the value of such Shares may increase or decrease in value; (j) in consideration of the grant of the RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Shares received upon vesting of RSUs resulting from termination of the Participant's Service to the Company or the Employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Participant irrevocably releases the Company and the Employer from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Agreement, the Participant shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. View More
Found in Lam Research contract
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Nature of the Grant. In accepting the RSUs, signing this Agreement, the Participant acknowledges that: (a) the The Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, unless except to the extent otherwise provided in the Plan and this Agreement; Agreement. (b) the The grant of the RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits i...n lieu of RSUs even if RSUs have been awarded repeatedly in the past; past. (c) all All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; Company. (d) the The Participant's participation in the Plan is voluntary; voluntary. (e) the RSUs are outside the scope of the Participant's employment contract, if any; (f) the RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any overtime, wage payment, severance, resignation, termination, redundancy, or other end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments; payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Participant's employer or arising under any employment agreement. (f) No voting or dividend or distribution rights apply with respect to the RSUs. (g) in the event that the Participant is not an employee of the Company, the grant of the RSUs will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the RSUs will not be interpreted to form an employment contract with the Employer or any Related Entity; (h) the The future value of the underlying Shares is unknown and cannot be predicted with certainty; (i) if certainty. (h) If the Participant receives Shares upon vesting of the RSUs, vesting, the value of such Shares acquired on vesting of RSUs may increase or decrease in value; (j) in value. 6 (i) In consideration of the grant of the RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Shares received upon vesting of RSUs resulting from termination of the Participant's Service to employment by the Company or the Employer Participant's employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Participant irrevocably releases the Company and the Employer his or her employer from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Agreement, the Participant shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. (j) If the Participant ceases to be an employee (whether or not in breach of local labor laws), the Participant's right to receive RSUs and vest under the Plan, if any, will terminate effective as of the date that the Participant is no longer actively employed by the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "garden leave" or similar period pursuant to local law); the Committee shall have the exclusive discretion to determine when the Participant is no longer actively employed for purposes of the Plan. View More
Found in MKS Instruments contract
Nature of the Grant. In By accepting the RSUs, this Agreement, the Participant acknowledges that: as follows: (a) the The Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in to the Plan and this Agreement; extent permitted by the Plan. (b) the The grant of the RSUs PSUs is exceptional, voluntary and occasional and does not create any contractual or other right to receive future awa...rds of RSUs, PSUs or benefits in lieu of RSUs PSUs even if RSUs PSUs have been awarded repeatedly in the past; (c) all past. All decisions with respect to future grants of RSUs, PSUs and/or Shares, if any, will be are at the Company's sole discretion discretion. (c) The PSUs and the Shares subject to the PSUs are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Company; (d) Company, and the Participant's participation in the Plan is voluntary; (e) the RSUs PSUs are outside the scope of the Participant's employment or services contract, if any; any. (d) The Participant is voluntarily participating in the Plan. (e) The PSUs, the Shares subject to the PSUs, and the income and value of the PSUs and Shares are not intended to replace any pension rights or compensation. (f) The PSUs, the RSUs Shares, and the income and value of the PSUs and Shares are not part of normal or expected compensation or salary for any purpose, including, purpose (including but not limited to, to the calculation of any overtime, severance, resignation, termination, redundancy, dismissal or end of service payments, bonuses, payments; bonuses; long-service awards, pension awards; pension, retirement or retirement benefits welfare benefits; or similar payments; payments) and in no event should be considered as compensation for, or relating in any way to, past services for the Company. (g) Unless the parties otherwise agree, the PSUs, the Shares subject to the PSUs, and the income and value of the same are not consideration for, or granted in the event that connection with, any service the Participant is not an employee may provide as a director of a subsidiary of the Company, the grant of the RSUs will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the RSUs will not be interpreted to form an employment contract with the Employer or any Related Entity; Company. (h) the The future value of the Shares underlying Shares the PSUs is unknown and cannot be predicted with certainty; (i) if certainty. If the Participant receives Shares upon vesting of the RSUs, a Performance Dependent Issuance, the value of such Shares may increase or decrease in value; (j) in value. (i) In consideration of the grant of the RSUs, PSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs PSUs or Shares, diminution in value of the RSUs Shares or Shares received upon vesting of RSUs resulting from termination of the Participant's Service to employment or other service relationship by the Company or the Employer (for for any reason whatsoever and whether or not in breach of local applicable labor laws) and laws or the Participant's employment agreement, if any. The Participant irrevocably releases the Company and the Employer from any such claim that may arise; if, arise. If, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing accepting this Agreement, the Participant shall be is deemed irrevocably to have waived his or her entitlement to pursue such claim. (j) Further, if the Participant ceases to be an Eligible Participant for any reason whatsoever and whether or not in breach of applicable labor laws or the Participant's employment agreement, if any, the Participant's right to vesting of the PSUs under this Agreement and the Plan, if any, terminates effective as of the date that the Participant is no longer actively employed by the Company or is no longer otherwise an Eligible Participant, and will not be extended by any notice period mandated under applicable law. The Company has the exclusive discretion to determine when the Participant is no longer an Eligible Participant for purposes of this Agreement and the Plan. (k) The Participant acknowledges and agrees that neither the Company nor any of its affiliates or agents is liable for any foreign exchange rate fluctuation between Participant's local currency and the United States Dollar that may affect the value of the PSUs or of any amounts due to Participant pursuant to the settlement of the PSUs or the subsequent sale of any Shares acquired upon settlement. View More
Found in CIMPRESS N.V. contract
Nature of the Grant. In accepting the grant of these RSUs, the Participant acknowledges that: (a) the acknowledges, understands and agrees as follows: (a)the Plan is established voluntarily by the Company, it is discretionary in nature and and, to the extent permitted by the Plan, it may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in to the Plan and this Agreement; (b) extent permitted by the Plan; (b)the grant of the RSUs is exceptional, voluntary and occasion...al and does not create any contractual or other right to receive future grants of restricted share units, or other awards of RSUs, or benefits in lieu of RSUs restricted share units, even if RSUs restricted share units have been awarded repeatedly granted in the past; (c) all (c)all decisions with respect to future restricted share unit grants of RSUs, or other awards or benefits, if any, will be at the sole discretion of the Company; (d) the Participant's participation Committee; (d)Participant is voluntarily participating in the Plan is voluntary; (e) Plan; (e)the RSUs and Shares subject to the RSUs, and the income from and value of same, are not intended to replace any pension rights or pension compensation; (f)the RSUs are outside and Shares subject to the scope RSUs, and the income from and value of the Participant's employment contract, if any; (f) the RSUs same, are not part of of, or normal or expected compensation or salary for any purpose, including, but not limited to, calculation of calculating any overtime, severance, resignation, termination, payment in lieu of notice, redundancy, end of service dismissal, end-of-service payments, holiday pay, bonuses, long-service awards, leave-related payments, non-U.S. pension or retirement or welfare benefits or similar mandatory payments; (g) in the event that the Participant is not an employee of the Company, the grant of the RSUs will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the RSUs will not be interpreted to form an employment contract with the Employer or any Related Entity; (h) the (g)the future value of the underlying Shares is unknown and cannot be predicted with certainty; (i) if the Participant receives Shares upon vesting of the RSUs, the value of such Shares may increase or decrease in value; (j) in consideration of the grant of the RSUs, no predicted; (h)no claim or entitlement to compensation or damages arises shall arise from termination of the RSUs or diminution in value of the RSUs or Shares received upon vesting forfeiture of RSUs resulting from termination of the Participant's Service to the Company employment or the Employer service (for any reason whatsoever and whatsoever, whether or not later found to be invalid or in breach of local labor laws) employment laws in the jurisdiction where Participant is employed or provides services or the terms of Participant's Employment Agreement, if any); (i)Unless otherwise agreed with the Company, the RSUs and Shares subject to the RSUs, and the income from and value of same, are not granted as consideration for, or in connection with, the service Participant irrevocably releases may provide as a director of an Affiliate; and (j)If Participant's local currency is not the U.S. Dollar, neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between Participant's local currency and the Employer from any such claim U.S. Dollar that may arise; if, notwithstanding affect the foregoing, value of the RSUs or of any such claim is found by a court amounts due to Participant pursuant to the settlement of competent jurisdiction to have arisen, then, by signing this Agreement, the Participant shall be deemed irrevocably to have waived his RSUs or her entitlement to pursue such claim. the subsequent sale of any Shares acquired upon vesting. View More
Found in SMART Global Holdings, Inc. contract
View Variations (25)
Nature of the Grant. In accepting the Options, the Optionee acknowledges that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Agreement; (b) the grant of the Options is voluntary and occasional and does not create any contractual or other right to receive future awards of options, or benefits in lieu of options even if options have been awarded repeat...edly in the past; (c) all decisions with respect to future grants of options, if any, will be at the sole discretion of the Company; (d) the Optionee's participation in the Plan is voluntary; (e) the Options do not constitute compensation of any kind for services rendered to the Company or to the Employer, and the Options are outside the scope of the Optionee's employment contract, if any; (f) the Options are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any overtime, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Employer; (g) in the event that the Optionee is not an Employee, the grant of the Options will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the Options will not be interpreted to form an employment contract with the Employer or any Affiliate; (h) the future value of the underlying Shares is unknown and cannot be predicted with certainty; (i) if the Optionee receives Shares upon exercise of the Options, the value of such Shares may increase or decrease in value; (j) in consideration of the grant of the Options, no claim or entitlement to compensation or damages arises from termination of the Options or diminution in value of the Options or Shares received upon vesting of the Options resulting from termination of the Optionee's Service to the Company or the Employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Optionee irrevocably releases the Company and the 0 2007 Stock Incentive Plan Option Award Agreement for U.S. Optionees Employer from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Agreement, the Optionee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. View More
Found in Lam Research contract
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Nature of the Grant. In accepting the Options, option, the Optionee Participant acknowledges that: (a) the Plan is established voluntarily by the Company, it provides for certain criteria in order to be eligible to receive an award, it is restricted in time, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Agreement; agreement; (b) the grant of the Options option is voluntary and occasional and does not c...reate any contractual or other right to receive future awards grants of options, or benefits in lieu of options options, even if options have been awarded granted repeatedly in the past; (c) all decisions with respect to future grants of options, option grants, if any, will be at the sole discretion of the Company; Management Board; (d) the Optionee's participation Participant is voluntarily participating in the Plan is voluntary; Plan; (e) the Options do options are an extraordinary item that does not constitute compensation of any kind for services of any kind rendered to the Company or to the Employer, Employer and the Options are which is outside the scope of the Optionee's Participant's employment contract, or consultancy agreement of his or her corporate mandate, if any; (f) the Options options are not part of normal or expected compensation or salary for any purpose, purposes, including, but not limited to, calculation of any overtime, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension pension, retirement or retirement welfare benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, way, to past services for the Company or the Employer; (g) in the event that the Optionee Participant is not an Employee, employee of uniQure N.V., the grant of options and the Options Participant's participation in the Plan will not be interpreted to form an employment or service contract or relationship with the Company; and furthermore, the grant of the Options will not be interpreted to form an employment contract with the Employer or any Affiliate; (h) the future value of the underlying Ordinary Shares is unknown and cannot be predicted with certainty; (i) if the Optionee receives Shares upon Participant's options never vest, the Participant will not be able to exercise of the Options, the value of such Shares may increase or decrease in value; (j) options; and (i) in consideration of the grant of the Options, options, no claim or entitlement to compensation or damages arises shall arise from termination of the Options options or diminution from any decrease in value of the Options options or Ordinary Shares received acquired upon vesting exercise of the Options options resulting from termination of the Optionee's Service to Participant's employment, consultancy or corporate mandate by or with the Company or the Employer (for any reason whatsoever and whether or not in breach of contract or local labor laws) and the Optionee Participant irrevocably releases the Company and the 0 2007 Stock Incentive Plan Option Award Agreement for U.S. Optionees Employer from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Agreement, the Optionee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. arise. View More
Found in uniQure N.V. contract
Nature of the Grant. In accepting the Options, this Option grant, the Optionee acknowledges that: (a) the Plan is established voluntarily by the Company, Corporation, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company Corporation in its sole discretion at any time, unless otherwise provided in the Plan and or this Agreement; (b) the grant of the Options Option is voluntary and occasional and does not create any contractual or other right to receive future awards of ...options, Option grants, or benefits in lieu of options Option grants, even if options Option grants have been awarded granted repeatedly in the past; (c) all decisions with respect to future grants of options, Option grants, if any, will be at the sole discretion of the Company; Corporation; (d) the Optionee's participation Optionee is voluntarily participating in the Plan is voluntary; Plan; (e) the Options do not constitute compensation of any kind for services rendered to the Company or to the Employer, and the Options are outside the scope of the Optionee's employment contract, if any; (f) the Options are Option grant is not part of normal or expected compensation or salary for any purpose, purposes, including, but not limited to, calculation of calculating any overtime, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should shall be considered as compensation for, or relating in any way to, past services for the Company or the Employer; (g) Corporation; (f) in the event that the Optionee is not an Employee, the grant employee of the Options Corporation or any Affiliate, the Option will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the Options will not be interpreted to form an employment contract with the Employer or any Affiliate; (h) Corporation; 10 (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty; (i) certainty and if the Optionee receives Shares upon exercise vests in the Option grant, exercises the Option in accordance with the terms of the Options, this Agreement and is issued Shares, the value of such those Shares may increase or decrease in value; (j) decrease; (h) neither the Corporation, nor any Affiliate of the Corporation shall be liable for any foreign exchange rate fluctuation between the local currency of the Optionee's country of residence and the U.S. dollar that may affect the value of the Option or of any amounts due to the Optionee pursuant to the settlement of the Option or the subsequent sale of any Shares acquired upon settlement of the Option; (i) in consideration of the grant of the Options, Option, no claim or entitlement to compensation or damages arises shall arise from termination of the Options Option or diminution in value of the Options Option or Shares received acquired upon vesting exercise of the Options Option resulting from termination of the Optionee's Service to employment or service by the Company Corporation or the Employer any Affiliate (for any reason whatsoever and whether or not in breach of local labor laws) and the Optionee irrevocably releases the Company Corporation and the 0 2007 Stock Incentive Plan Option Award Agreement for U.S. Optionees Employer its Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing acceptance of the Option and this Agreement, the Optionee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. claim; (j) the Corporation is not providing any tax, legal or financial advice, nor is the Corporation making any recommendations regarding the Optionee's participation in the Plan, or the Optionee's purchase or sale of the underlying Shares; and (k) the Optionee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan or the Option. View More
Found in RADIANT LOGISTICS, INC contract
Nature of the Grant. In accepting the Options, the this Option grant, Optionee acknowledges that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company in its sole discretion at any time, unless otherwise provided in the Plan or these Terms and this Agreement; Conditions; (b) the grant of the Options this Option is voluntary and occasional and does not create any contractual or other right to receive future awards... of options, Option grants, or benefits in lieu of options Option grants, even if options Option grants have been awarded granted repeatedly in the past; (c) all decisions with respect to future grants of options, Option grants, if any, will be at the sole discretion of the Company; (d) the Optionee's participation Optionee is voluntarily participating in the Plan is voluntary; Plan; (e) the Options do not constitute compensation of any kind for services rendered to the Company or to the Employer, and the Options are outside the scope of the Optionee's employment contract, if any; (f) the Options are Option grant is not part of normal or expected compensation or salary for any purpose, purposes, including, but not limited to, calculation of calculating any overtime, severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should shall be considered as compensation for, or relating in any way to, past services for the Company or the Employer; (g) Company; (f) in the event that the Optionee is not an Employee, the grant employee of the Options Company, the Option will not be interpreted to form an employment contract or relationship with the Company; and furthermore, the grant of the Options will not be interpreted to form an employment contract with the Employer or any Affiliate; (h) -9- (g) the future value of the underlying Shares shares of Stock is unknown and cannot be predicted with certainty; (i) certainty and if Optionee vests in the Optionee receives Shares upon exercise Option grant, exercises this Option in accordance with the terms of the Options, these Terms and Conditions and is issued shares of Stock, the value of such Shares those shares may increase or decrease in value; (j) decrease; (h) in consideration of the grant of the Options, this Option, no claim or entitlement to compensation or damages arises shall arise from termination of the Options this Option or diminution in value of the Options this Option or Shares received shares of Stock acquired upon vesting exercise of the Options this Option resulting from termination of the Optionee's Service to employment or service by the Company or the Employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Optionee irrevocably releases the Company and the 0 2007 Stock Incentive Plan Option Award Agreement for U.S. Optionees Employer its Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Agreement, the acceptance of these Terms and Conditions, Optionee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim. claim; (i) the Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding Optionee's participation in the Plan, or Optionee's purchase or sale of the underlying shares of Stock; and (j) Optionee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan or this Option. View More
Found in Wright Medical Group N.V. contract
View Variations (9)
Nature of the Grant. In accepting this Award Agreement, the Participant acknowledges that: (a) the grant of Restricted Units is voluntary and occasional and does not create any contractual or other right to receive future awards of Restricted Units, or benefits in lieu of Restricted Units even if Restricted Units have been awarded repeatedly in the past; and (b) Restricted Units are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, res...ignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Corporation or its Subsidiaries. View More
Found in Marathon Oil Corp. contract
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Nature of the Grant. In accepting this Award Agreement, the Participant acknowledges that: (a) the grant of Restricted Units is voluntary and occasional and does not create any contractual or other right to receive future awards of Restricted Units, or benefits in lieu of Restricted Units even if Restricted Units have been awarded repeatedly in the past; and 3 2016 Plan –RSU Agreement with 3-year cliff vesting (retirement vesting) (2019 grant) (b) Restricted Units are not part of normal or expected compensation or s...alary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Corporation or its Subsidiaries. View More
Found in Marathon Oil Corp. contract
View Variations (4)
Nature of the Grant. In accepting the Award, Participant acknowledges that: (a)the 2002 Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time; (b)the grant of the Award is voluntary and occasional and does not create any contractual or other right to receive future awards of shares of Stock, or benefits in lieu of shares of Stock even if shares of Stock or other services have been awarded repeatedly in the pas...t; (c)all decisions with respect to future grants of shares of Stock, if any, will be at the sole discretion of the Company; (d)Participant's participation in the 2002 Plan is voluntary; (e)the Award and the shares of Stock subject to the Award are not intended to replace any pension rights or compensation; (f)notwithstanding any language in the Agreement or the Notice of Award to the contrary, awards under the 2002 Plan, including the Award, and the shares of Stock subject to the Award, are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Employer, and the Award is outside the scope of Participant's employment contract, if any; (g)notwithstanding any language in the Agreement or the Notice of Award to the contrary, awards under the 2002 Plan, including the Award, and the shares of Stock subject to the Award, are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any overtime, severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company the Employer, or any Subsidiary or affiliate of the Company; (h)the grant of the Award will not be interpreted to form an employment contract or relationship with the Company, the Employer or any Subsidiary or affiliate of the Company; 13 (i)the future value of the shares of Stock is unknown and cannot be predicted with certainty; (j)no claim or entitlement to compensation or damages arises from the forfeiture of the Award resulting from termination of Participant's Continuous Status as an Employee of the Company or the Employer (for any reason whatsoever and whether or not in breach of local labor laws and whether or not later found to be invalid), and in consideration of the grant of the Award to which Participant is otherwise not entitled, Participant irrevocably agrees never to institute any such claim against the Company or the Employer, waives Participant's ability, if any, to bring such claim, and releases the Company or any Subsidiary or affiliate from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the 2002 Plan, Participant shall be deemed irrevocably to have agreed not to pursue such claim and agreed to execute any and all documents to request dismissal or withdrawal of such claim; and (k)further, no claim or entitlement to compensation or damages arises if, in satisfying Participant's (and/or the Employer's) obligation for Tax-Related Items pursuant to Section 4 of the Base Agreement (as modified by this Appendix A), the Company and/or the Employer withholds an amount in excess of the amount legally required to be withheld, and in consideration of the grant of the Award to which Participant is otherwise not entitled, Participant irrevocably agrees never to institute any such claim against the Company or the Employer, waives Participant's ability, if any, to bring such claim, and releases the Company or any Subsidiary or affiliate from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the 2002 Plan, Participant shall be deemed irrevocably to have agreed not to pursue such claim and agreed to execute any and all documents to request dismissal or withdrawal of such claim. View More
Found in Franklin Resources contract
Nature of the Grant. In accepting the Award, Units, Participant acknowledges that: (a)the 2002 Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time; (b)the grant of the Award Units is voluntary and occasional and does not create any contractual or other right to receive future awards of shares of Stock, Units, or benefits in lieu of shares of Stock Units even if shares of Stock or other services Units have be...en awarded repeatedly in the past; (c)all decisions with respect to future grants of shares of Stock, Units, if any, will be at the sole discretion of the Company; (d)Participant's participation in the 2002 Plan is voluntary; (e)the Award Units and the shares of Stock Shares subject to the Award Units are not intended to replace any pension rights or compensation; (f)notwithstanding any language in the Agreement or the Notice of Award to the contrary, awards under the 2002 Plan, including the Award, Units and the shares of Stock Shares subject to the Award, Units are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Employer, and the Award is Units are outside the scope of Participant's employment contract, if any; (g)notwithstanding any language in the Agreement or the Notice of Award to the contrary, awards under the 2002 Plan, including the Award, Units and the shares of Stock Shares subject to the Award, Units are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any overtime, severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company Company, the Employer, Employer or any Subsidiary or affiliate of the Company; (h)the grant of the Award Units will not be interpreted to form an employment contract or relationship with the Company, the Employer or any Subsidiary or affiliate of the Company; 13 (i)the future value of the shares of Stock underlying Shares is unknown and cannot be predicted with certainty; (j)no claim or entitlement to compensation or damages arises from the forfeiture of the Award Units resulting from termination of Participant's Continuous Status as an Employee of the Company or the Employer (for any reason whatsoever and whether or not in breach of local labor laws and whether or not later found to be invalid), and in consideration of the grant of the Award Units to which Participant is otherwise not entitled, Participant irrevocably agrees never to institute any such claim against the Company or the Employer, waives Participant's ability, if any, to bring such claim, and releases the Company or any 14 Subsidiary or affiliate from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the 2002 Plan, Participant shall be deemed irrevocably to have agreed not to pursue such claim and agreed to execute any and all documents to request dismissal or withdrawal of such claim; claims; and (k)further, no claim or entitlement to compensation or damages arises if, in satisfying Participant's (and/or the Employer's) obligation for Tax-Related Items pursuant to Section 4 6 of the Base Agreement (as Agreement, as modified by this Appendix A), A, the Company and/or the Employer withholds an amount in excess of the amount legally required to be withheld, and in consideration of the grant of the Award Units to which Participant is otherwise not entitled, Participant irrevocably agrees never to institute any such claim against the Company or the Employer, waives Participant's ability, if any, to bring such claim, and releases the Company or any Subsidiary or affiliate from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the 2002 Plan, Participant shall be deemed irrevocably to have agreed not to pursue such claim and agreed to execute any and all documents to request dismissal or withdrawal of such claim. claims. View More
Found in Franklin Resources contract
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Nature of the Grant. 27.2.The grant of the Award is voluntary and occasional and does not create any contractual or other right in your favor to receive future Awards, or benefits in lieu of an Award, even if an Award has been granted to you repeatedly in the past. 27.3.All decisions with respect to any future grant of an Award, if any, will be at the discretion of Tyson. 27.5.The Award is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance..., resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for Tyson or any Affiliate. 27.6.In the event you are not an employee, the Award or this Award Agreement will not be interpreted to form an employment contract or relationship between you and Tyson or any Affiliate. 27.7.The future value of the shares of Stock subject to the Award is unknown and cannot be predicted with certainty and if the Award vests and the shares of Stock become issuable in accordance with the terms of this Award Agreement, the value of those shares of Stock may increase or decrease. 27.8.Neither Tyson, nor any of its Affiliates shall be liable for any foreign exchange rate fluctuation between the local currency of your country of residence (or country of employment, if different) and the U.S. dollar that may affect the value of the Award or of any amounts due to you pursuant to the settlement of the Award or the subsequent sale of any shares of Stock acquired upon settlement of the Award. 27.9.In consideration of the grant of the Award, no claim or entitlement to compensation or damages shall arise from termination of the Award or diminution in value of the Award or shares of Stock acquired upon vesting of the Award resulting from termination of employment by Tyson or your Employer, as applicable (for any reason whatsoever and whether or not in breach of applicable labor laws) and you hereby irrevocably release Tyson, your Employer and Tyson's Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by acceptance of the Award, you shall be deemed irrevocably to have waived your entitlement to pursue such claim. 27.10.In the event of termination of your employment with Tyson (whether or not in breach of local labor laws), your right to receive the Award and vest in the Award under the Plan, if any, will terminate effective as of the date of termination of his or her active employment as determined in the discretion of the Committee unless otherwise provided in this Award Agreement or the Plan; furthermore, in the event of termination of your employment (regardless of any contractual or local law requirements),your right to vest in the Award after such termination, if any, will be measured by the date of termination of your active employment; the Committee will have the discretion to determine the date of termination of your active employment for purposes of the Award. 27.11.Neither Tyson nor any Affiliate is providing any tax, legal or financial advice, nor is Tyson or any Affiliate making any recommendations regarding your participation in the Plan, acceptance of the Award, acquisition of shares of Stock upon vesting of the Award or any sale of such shares of Stock. 27.12.You should consult with your own personal tax, legal and financial advisors regarding your participation in the Plan before taking any action related to the Plan or the Award. View More
Found in Tyson Foods contract
Nature of the Grant. 27.2.The grant of the Award is voluntary and occasional and does not create any contractual or other right in your favor to receive future Awards, or benefits in lieu of an Award, even if an Award has been granted to you repeatedly in the past. 27.3.All decisions with respect to any future grant of an Award, if any, will be at the discretion of Tyson. 27.5.The Award is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance..., resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for Tyson or any Affiliate. 27.6.In the event you are not an employee, the Award or this Award Agreement will not be interpreted to form an employment contract or relationship between you and Tyson or any Affiliate. 27.7.The future value of the shares of Stock subject to the Award is unknown and cannot be predicted with certainty and if the Award vests and the shares of Stock become issuable in accordance with the terms of this Award Agreement, the value of those shares of Stock may increase or decrease. 27.8.Neither 28.8.Neither Tyson, nor any of its Affiliates shall be liable for any foreign exchange rate fluctuation between the local currency of your country of residence (or country of employment, if different) and the U.S. dollar that may affect the value of the Award or of any amounts due to you pursuant to the settlement of the Award or the subsequent sale of any shares of Stock acquired upon settlement of the Award. 27.9.In Award.28.9.In consideration of the grant of the Award, no claim or entitlement to compensation or damages shall arise from termination of the Award or diminution in value of the Award or shares of Stock acquired upon vesting of the Award resulting from termination of employment by Tyson or your Employer, as applicable (for any reason whatsoever and whether or not in breach of applicable labor laws) and you hereby irrevocably release Tyson, your Employer and Tyson's Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by acceptance of the Award, you shall be deemed irrevocably to have waived your entitlement to pursue such claim. 27.10.In claim.28.10.In the event of termination of your employment with Tyson (whether or not in breach of local labor laws), your right to receive the Award and vest in the Award under the Plan, if any, will terminate effective as of the date of termination of his or her active employment as determined in the discretion of the Committee unless otherwise provided in this Award Agreement or the Plan; furthermore, in the event of termination of your employment (regardless of any contractual or local law requirements),your right to vest in the Award after such termination, if any, will be measured by the date of termination of your active employment; the Committee will have the discretion to determine the date of termination of your active employment for purposes of the Award. 27.11.Neither Award.28.11.Neither Tyson nor any Affiliate is providing any tax, legal or financial advice, nor is Tyson or any Affiliate making any recommendations regarding your participation in the Plan, acceptance of the Award, acquisition of shares of Stock upon vesting of the Award or any sale of such shares of Stock. 27.12.You Stock.28.12.You should consult with your own personal tax, legal and financial advisors regarding your participation in the Plan before taking any action related to the Plan or the Award. Award.29.Acceptance. View More
Found in Tyson Foods contract
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Nature of the Grant. In accepting this RSU Award, the Grantee acknowledges that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company in its sole discretion at any time, unless otherwise provided in the Plan or this Agreement; (b) the grant of the RSU Award is voluntary and occasional and does not create any contractual or other right to receive future RSU Award grants, or benefits in lieu of RSU Award grants, ev...en if RSU Award grants have been granted repeatedly in the past; (c) all decisions with respect to future RSU Award grants, if any, will be at the sole discretion of the Company; (d) the Grantee is voluntarily participating in the Plan; (e) the RSU Award grant is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event shall be considered as compensation for, or relating in any way to, past services for the Company; (f) in the event that the Grantee is not an employee of the Company or one of its Subsidiaries or Affiliates, the RSU Award will not be interpreted to form an employment contract or relationship with the Company; (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty and if the Grantee vests in the RSU Award grant and is issued Shares, the value of those Shares may increase or decrease; (h) neither the Company, nor any Subsidiary or Affiliate of the Company shall be liable for any foreign exchange rate fluctuation between the local currency of the Grantee's country of residence and the U.S. dollar that may affect the value of the RSU Award or of any amounts due to the Grantee pursuant to the settlement of the RSU Award or the subsequent sale of any Shares acquired upon settlement of the RSU Award; (i) in consideration of the grant of the RSU Award, no claim or entitlement to compensation or damages shall arise from termination of the RSU Award or diminution in value of the RSU Award or Shares acquired upon settlement of the RSU Award resulting from termination of the Grantee's employment or service by the Company or one of its Subsidiaries or Affiliates (for any reason whatsoever and whether or not in breach of local labor laws) and the Grantee irrevocably releases the Company or one of its Subsidiaries or Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by acceptance of the RSU Award and this Agreement, the Grantee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; (j) the Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Grantee's participation in the Plan, or the Grantee's acquisition of or sale of the underlying Shares; and 9 (k) the Grantee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan or the RSU Award. View More
Found in RADIANT LOGISTICS, INC contract
Nature of the Grant. In accepting this RSU Award, the Grantee acknowledges that: (a) the (a)the Plan is established voluntarily by the Company, Corporation, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company Corporation in its sole discretion at any time, unless otherwise provided in the Plan or this Agreement; (b) the (b)the grant of the RSU Award is voluntary and occasional and does not create any contractual or other right to receive future RSU Award grants, or b...enefits in lieu of RSU Award grants, even if RSU Award grants have been granted repeatedly in the past; (c) all (c)all decisions with respect to future RSU Award grants, if any, will be at the sole discretion of the Company; (d) the Corporation; (d)the Grantee is voluntarily participating in the Plan; (e) the (e)the RSU Award grant is not part of normal or expected compensation or salary for any purposes, including, but not limited to, calculating any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event shall be considered as compensation for, or relating in any way to, past services for the Company; (f) in Corporation; (f)in the event that the Grantee is not an employee of the Company Corporation or one of its Subsidiaries or Affiliates, any Affiliate, the RSU Award will not be interpreted to form an employment contract or relationship with the Company; (g) the Corporation; (g)the future value of the underlying Shares is unknown and cannot be predicted with certainty and if the Grantee vests in the RSU Award grant and is issued Shares, the value of those Shares may increase or decrease; (h) neither (h)neither the Company, Corporation, nor any Subsidiary or Affiliate of the Company Corporation shall be liable for any foreign exchange rate fluctuation between the local currency of the Grantee's country of residence and the U.S. dollar that may affect the value of the RSU Award or of any amounts due to the Grantee pursuant to the settlement of the RSU Award or the subsequent sale of any Shares acquired upon settlement of the RSU Award; (i) in (i)in consideration of the grant of the RSU Award, no claim or entitlement to compensation or damages shall arise from termination of the RSU Award or diminution in value of the RSU Award or Shares acquired upon settlement of the RSU Award resulting from termination of the Grantee's employment or service by the Company Corporation or one of its Subsidiaries or Affiliates any Affiliate (for any reason whatsoever and whether or not in breach of local labor laws) and the Grantee irrevocably releases the Company or one of Corporation and its Subsidiaries or Affiliates from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by acceptance of the RSU Award and this Agreement, the Grantee shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; (j) the Company (j)the Corporation is not providing any tax, legal or financial advice, nor is the Company Corporation making any recommendations regarding the Grantee's participation in the Plan, or the Grantee's acquisition of or sale of the underlying Shares; and 9 (k) the (k)the Grantee is hereby advised to consult with his or her own personal tax, legal and financial advisors regarding his or her participation in the Plan before taking any action related to the Plan or the RSU Award. View More
Found in RADIANT LOGISTICS, INC contract
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Nature of the Grant. Under this Award Agreement, the Participant is subject to the following conditions on the Award: (a) this grant of Phantom Units is voluntary and occasional and this Award Agreement does not create any contractual or other right to receive future Awards of Phantom Units, or benefits in lieu of Phantom Units even if Phantom Units have been awarded repeatedly in the past.
Found in Marathon Petroleum contract
Nature of the Grant. Under this Award Agreement, the Participant is subject to the following conditions on the Award: (a) condition that this grant Award of Phantom Units is voluntary and occasional and this Award Agreement does not create any contractual or other right to receive future Awards of Phantom Units, or benefits in lieu of Phantom Units even if Phantom Units have been awarded repeatedly in the past.
Found in Marathon Petroleum contract
Nature of the Grant. Under this Award Agreement, the Participant is subject to the following conditions on the Award: (a) condition that this grant Award of Phantom Units is voluntary and occasional and this Award Agreement does not create any contractual or other right to receive future Awards of Phantom Units, or benefits in lieu of Phantom Units even if Phantom Units have been awarded repeatedly in the past.
Found in MPLX LP contract
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Nature of the Grant. By entering into this Agreement and accepting the grant of the PSUs evidenced hereby, Participant acknowledges that: (i) the Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time unless otherwise provided in the Plan and this Agreement; (ii) the grant of the PSUs is voluntary and occasional and does not create any contractual or other right to receive future grants of stock units, or benef...its in lieu of stock units, even if stock units have been granted in the past; (iii) all decisions with respect to future grants, if any, will be at the sole discretion of the Company; (iv) Participant's participation in the Plan shall not create a right to further employment with the Employer and shall not interfere with the ability of the Employer to terminate Participant's employment relationship at any time; (v) Participant's participation in the Plan is voluntary; (vi) the PSUs and the Shares subject to the PSUs are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Company or 4 the Employer, and which are outside the scope of Participant's employment contract, if any; (vii) the PSUs are not part of normal or expected compensation or salary for any purpose including, but not limited to, calculating any severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or welfare or retirement benefits (including the 401(k) Savings and Investment Plan and the Deferred Compensation Plan) or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company, the Employer or any Parent, Subsidiary or Affiliate; (viii) the PSUs and the Shares subject to the PSUs are not intended to replace any pension rights or compensation; (ix) the vesting of this Award ceases upon termination of the employment relationship as described in Section 6 of this Agreement, except as may otherwise be explicitly provided in the Plan document; (x) the future value of the underlying Shares is unknown, indeterminable and cannot be predicted with certainty; (xi) the grant of the PSUs and Participant's participation in the Plan shall not be interpreted to form an employment contract or relationship with the Company or any Parent, Subsidiary or Affiliate; and furthermore, the PSU grant shall not be interpreted to form an employment contract with the Employer; (xii) no claim or entitlement to compensation or damages shall arise from forfeiture of the PSUs resulting from the termination of Participant's employment (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where Participant is employed or the terms of Participant's employment agreement, if any); and (xiii) unless otherwise provided in the Plan or by the Company in its discretion, the PSUs and the benefits evidenced by this Agreement do not create any entitlement to have the Award or any such benefits transferred to, or assumed by, another company nor to be exchanged, cashed out or substituted for, in connection with any corporate transaction affecting the Shares. View More
Found in Oracle contract
Nature of the Grant. By entering into this Agreement and accepting the grant of the PSUs this Award evidenced hereby, Participant acknowledges that: (i) the Plan is established voluntarily by the Company, it is discretionary in nature and it may be modified, amended, suspended or terminated by the Company at any time unless otherwise provided in the Plan and this Agreement; (ii) the grant of the PSUs this Award is voluntary and occasional and does not create any contractual or other right to receive future grants of... stock units, or benefits in lieu of stock units, even if stock units have been granted in the past; (iii) all decisions with respect to future grants, if any, will be at the sole discretion of the Company; (iv) Participant's participation in the Plan shall not create a right to further employment with the Employer and shall not interfere with the ability of the Employer to terminate Participant's employment relationship at any time; (v) Participant's participation in the Plan is voluntary; (vi) the PSUs this Award and the Shares subject to this Award, and the PSUs income and value of same, are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Company or 4 the Employer, and which are outside the scope of Participant's employment contract, if any; (vii) this Award and the PSUs Shares subject to this Award, and the income and value of same, are not part of normal or expected compensation or salary for any purpose including, but not limited to, calculating any severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or welfare or retirement benefits (including the 401(k) Savings and Investment Plan and the Deferred Compensation Plan) or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company, the Employer or any Parent, Subsidiary or Affiliate; (viii) the PSUs this Award and the Shares subject to this Award, and the PSUs income and value of same, are not intended to replace any pension rights or compensation; (ix) unless otherwise agreed with the Company, this Award and the Shares subject to this Award, and the income and value of same, are not granted as consideration for, or in connection with, any service Participant may provide as a director of any Parent, Subsidiary or Affiliate; (x) the vesting of this Award ceases upon termination of the employment relationship as described in Section 6 of this Agreement, Agreement except as may otherwise be explicitly provided in the Plan document; (x) (xi) the future value 4 of the underlying Shares is unknown, indeterminable and cannot be predicted with certainty; (xi) (xii) the grant of the PSUs this Award and Participant's participation in the Plan shall not be interpreted to form an employment contract or relationship with the Company or any Parent, Subsidiary or Affiliate; and furthermore, the PSU Award grant shall not be interpreted to form an employment contract with the Employer; (xii) (xiii) no claim or entitlement to compensation or damages shall arise from forfeiture of the PSUs this Award resulting from the termination of Participant's employment (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where Participant is employed or the terms of Participant's employment agreement, if any); and (xiii) (xiv) unless otherwise provided in the Plan or by the Company in its discretion, the PSUs Award and the benefits evidenced by this Agreement do not create any entitlement to have the Award or any such benefits transferred to, or assumed by, another company nor to be exchanged, cashed out or substituted for, in connection with any corporate transaction affecting the Shares. View More
Found in Oracle contract
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