Acknowledgment by Grantee. By accepting the Restricted Stock Units, the Grantee acknowledges that with respect to any right to distribution and payment pursuant to this Agreement, the Grantee is and shall be an unsecured general creditor of Tivity Health without any preference as against other unsecured general creditors of Tivity Health, and the Grantee hereby covenants for herself, and anyone at any time claiming through or under the Grantee, not to claim any such preference, and hereby disclaims and waives any such preference which may at any time be at issue, to the fullest extent permitted by applicable law. The Grantee also hereby agrees to be bound by the terms and conditions of the Plan and this Agreement. The Grantee further agrees to be bound by the determinations and decisions of the Committee with respect to this Agreement and the Plan and the Grantee’s rights to benefits under this Agreement and the Plan, and agrees that all such determinations and decisions of the Committee shall be binding on the Grantee, her beneficiaries and any other person having or claiming an interest under this Agreement and the Plan on behalf of the Grantee.
Acknowledgment by Grantee. The Grantee hereby acknowledges:
(a) that he or she has had an opportunity to review a copy of the Plan and has received and has had the opportunity to review a copy of the Company’s “Summary of the Xxxxxxxxxx Electronics, Ltd. Employees’ 2001 Incentive Compensation Plan,” and copies of any 10-K’s and 8-K’s of the Company filed subsequent to the date of the Summary of the Plan, and Annual Reports, Proxy Statements and other communications distributed to stockholders of the Company subsequent to the date of the Summary of the Plan; and
(b) that any questions pertaining to the Plan, the Option and to the Option Shares have been answered by the Company to his or her satisfaction; and
(c) that he or she understands that the Plan is incorporated herein by reference and is made a part of this Agreement as if fully set forth herein; and
(d) that the Plan shall control in the event that there is any conflict between the Plan and this Agreement, and on such matters as are not contained in this Agreement; and
(e) that the Option granted to the Grantee hereunder is intended by the Company to qualify as a non-qualified stock option.
Acknowledgment by Grantee. The Grantee hereby acknowledges:
(a) that he has had an opportunity to review a copy of the Plan and has received and has had the opportunity to review a copy of the Company’s “Employees’ Incentive Compensation Plan” and copies of any 10-K’s and 8-K’s of the Company filed subsequent to the date of the Summary of the Plan and, Annual Reports, Proxy Statements and other communications distributed to stockholders of the Company subsequent to the date of the Summary of the Plan; and
(b) that any questions pertaining to the Plan and to the Shares have been answered by the Company to his or her satisfaction; and
(c) that he understands that the Plan is incorporated herein by reference and is made a part of this Agreement as if fully set forth herein; and
(d) that the Plan shall control in the event that there is any conflict between the Plan and this Agreement, and on such matters as are not contained in this Agreement.
Acknowledgment by Grantee. Grantee acknowledges and agrees that neither the issuance of any Incentive Interests to Grantee nor any provision contained herein shall confer upon Grantee any right to continue in the employ or as a director, if applicable, of the Partnership, the General Partner, or any JJill Company or interfere in any way with the right of the Partnership, the General Partner, or any JJill Company, as the case may be, in its sole discretion to terminate Grantee’s employment or to increase or decrease Grantee’s compensation at any time.
Acknowledgment by Grantee. By accepting this grant, the Grantee acknowledges that with respect to any right to any payment pursuant to this Agreement, the Grantee is and shall be an unsecured creditor of the Company without any preference as against other unsecured general creditors of the Company, and the Grantee hereby covenants for herself, and anyone at any time claiming through or under the Grantee, not to claim any such preference, and hereby disclaims and waives any such preference which may at any time be at issue, to the fullest extent permitted by applicable law. The Grantee also hereby agrees to be bound by the terms of this Agreement. The Grantee further agrees to be bound by the determinations and decisions of the Board with respect to this grant and the Grantee’s rights to benefits under this grant, and agrees that all such determinations and decisions of the Board shall be binding on the Grantee, her beneficiaries and any other person having or claiming an interest under this grant on behalf of the Grantee. The Grantee further hereby acknowledges and agrees that the Grantee will indemnify the Company and hold the Company free and harmless of, from and against any and all losses, damages, obligations or liabilities, and all costs and expenses (including reasonable attorneys’ fees) incurred in connection therewith, which may be suffered or incurred on account or by reason of any act or omission of the Grantee or the Grantee’s heirs, executors, administrators, personal representatives, successors and assigns in breach or violation of the provisions of the agreements of the Grantee set forth herein.
