Common use of Grantee Acknowledgment Clause in Contracts

Grantee Acknowledgment. ▇▇▇▇▇▇▇ acknowledges and agrees that the vesting of Awarded Shares pursuant to this Agreement is earned pursuant to the Vesting Schedule. Grantee further acknowledges and agrees that nothing in this Agreement, nor in the Scheme shall confer upon the Grantee any right to continue in the service of the Company, nor shall it interfere in any way with ▇▇▇▇▇▇▇’s right or the Company’s right to terminate ▇▇▇▇▇▇▇’s service at any time, with or without Cause. ▇▇▇▇▇▇▇ acknowledges receipt of a copy of the Scheme and represents that he or she is familiar with the terms and provisions thereof. ▇▇▇▇▇▇▇ has reviewed the Scheme and this Award in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Award and fully understands all provisions of the Award. By executing this Agreement, the Grantee hereby agrees to be bound by all of the terms of both the Scheme and this Agreement. “Cause” shall mean (i) for a Grantee who is a party to an employment or service agreement with the Group which agreement defines “Cause” (or a similar term), “Cause” shall have the same meaning as provided for in such agreement, or (ii) for a Grantee who is not a party to such an agreement, “Cause” shall mean termination by the Group of the employment (or other service relationship) of the Grantee by reason of the Grantee’s (A) intentional failure to perform reasonably assigned duties, (B) dishonesty or willful misconduct in the performance of the Grantee’s duties, (C) involvement in a transaction which is materially adverse to the Group, (D) breach of fiduciary duty involving personal profit, (E) willful violation of any law, rule, regulation or court order (other than misdemeanor traffic violations and misdemeanors not involving misuse or misappropriation of money or property), (F) commission of an act of fraud or intentional misappropriation or conversion of any asset or opportunity of the Group, or (G) material breach of any provision of the Scheme or the Grantee’s Agreement or any other written agreement between the Grantee and the Group, in each case as determined in good faith by the Board, the determination of which shall be final, conclusive and binding on all parties.

Appears in 3 contracts

Sources: Equity Incentive Plan Award Agreement (AGBA Group Holding Ltd.), Share Award Agreement (AGBA Group Holding Ltd.), Share Award Agreement (AGBA Group Holding Ltd.)

Grantee Acknowledgment. ▇▇▇▇▇▇▇ acknowledges and agrees that the vesting of Awarded Shares pursuant to this Agreement is earned pursuant to the Vesting Schedule. Grantee ▇▇▇▇▇▇▇ further acknowledges and agrees that nothing in this Agreement, nor in the Scheme Plan shall confer upon the Grantee any right to continue in the service of the Company, nor shall it interfere in any way with ▇▇▇▇▇▇▇’s right or the Company’s right to terminate ▇▇▇▇▇▇▇’s service at any time, with or without Cause. ▇▇▇▇▇▇▇ acknowledges receipt of a copy of the Scheme Plan and represents that he or she is familiar with the terms and provisions thereof. ▇▇▇▇▇▇▇ has reviewed the Scheme Plan and this Award in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Award and fully understands all provisions of the Award. By executing this Agreement, the Grantee hereby agrees to be bound by all of the terms of both the Scheme Plan and this Agreement. “Cause” shall mean (i) for a Grantee who is a party to an employment or service agreement with the Group which agreement defines “Cause” (or a similar term), “Cause” shall have the same meaning as provided for in such agreement, or (ii) for a Grantee who is not a party to such an agreement, “Cause” shall mean termination by the Group of the employment (or other service relationship) of the Grantee by reason of the Grantee’s (A) intentional failure to perform reasonably assigned duties, (B) dishonesty or willful misconduct in the performance of the Grantee’s duties, (C) involvement in a transaction which is materially adverse to the Group, (D) breach of fiduciary duty involving personal profit, (E) willful violation of any law, rule, regulation or court order (other than misdemeanor traffic violations and misdemeanors not involving misuse or misappropriation of money or property), (F) commission of an act of fraud or intentional misappropriation or conversion of any asset or opportunity of the Group, or (G) material breach of any provision of the Scheme Plan or the Grantee’s Agreement or any other written agreement between the Grantee and the Group, in each case as determined in good faith by the Board, the determination of which shall be final, conclusive and binding on all parties.

Appears in 1 contract

Sources: Equity Incentive Plan Award Agreement (Triller Group Inc.)

Grantee Acknowledgment. ▇▇▇▇▇▇▇ acknowledges and agrees that the vesting of Awarded Shares pursuant to this Agreement is earned pursuant to the Vesting Schedule. The Grantee further acknowledges and agrees that nothing in this Agreement, nor in the Scheme shall confer upon the Grantee any right to continue in the service of the Company, nor shall it interfere in any way with ▇▇▇▇▇▇▇’s right or the Company’s right to terminate ▇▇▇▇▇▇▇’s service at any time, with or without Cause. ▇▇▇▇▇▇▇ acknowledges receipt of a copy of this Notice and the Scheme Award Agreement, and represents that he or she is familiar with the provisions hereof and thereof, and hereby accepts the RSUs subject to all of the terms and provisions hereof and thereof. ▇▇▇▇▇▇▇ The Grantee has reviewed this Notice and the Scheme and this Award Agreement in their entirety, has had an opportunity to obtain the advice of legal counsel prior to executing this Notice and the Award Agreement, and fully understands all provisions of this Notice and the AwardAward Agreement. By The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice and the Award Agreement shall be resolved by the Company’s Board of Directors (the “Board”). The Grantee hereby acknowledges that he or she has had the opportunity to review with his or her own tax advisors the tax consequences of this Notice and the Award Agreement, and the transactions contemplated hereby and thereby, including any U.S. federal, state and local tax laws, and any other applicable taxing jurisdiction, prior to executing this Notice and the Award Agreement. The Grantee attests that he or she is relying solely on such advisors and not on any statements or representations of the Company or any of its agents or affiliates. Further, the Grantee hereby agrees acknowledges and understands that he or she (and not the Company) shall be solely responsible for his or her tax liability that may arise as a result of this Notice and the Award Agreement. Signature: Print Name: Dated: Subject to be bound by all the terms and conditions of the terms Notice of both Restricted Stock Unit Award (the Scheme and this Agreement. Cause” shall mean (i) for a Grantee who is a party to an employment or service agreement with the Group which agreement defines “Cause” (or a similar termNotice”), this Restricted Stock Unit Award Agreement, including its exhibits (collectively, this Cause” Award Agreement”), and the Plan, the individual set forth in the Notice (the “Grantee”) is granted Restricted Stock Units (“RSUs”) with respect to shares of Stock of Spectral AI, Inc., a Delaware corporation (the “Company”). Capitalized terms not explicitly defined herein but defined in the Plan or the Notice shall have the same meaning as provided for in such agreement, or (ii) for a Grantee who is not a party to such an agreement, “Cause” shall mean termination by the Group of the employment (or other service relationship) of the Grantee by reason of the Grantee’s (A) intentional failure to perform reasonably assigned duties, (B) dishonesty or willful misconduct meanings set forth in the performance of the Grantee’s duties, (C) involvement in a transaction which is materially adverse to the Group, (D) breach of fiduciary duty involving personal profit, (E) willful violation of any law, rule, regulation or court order (other than misdemeanor traffic violations and misdemeanors not involving misuse or misappropriation of money or property), (F) commission of an act of fraud or intentional misappropriation or conversion of any asset or opportunity of the Group, or (G) material breach of any provision of the Scheme Plan or the Grantee’s Agreement or any other written agreement between the Grantee and the Group, in each case as determined in good faith by the Board, the determination of which shall be final, conclusive and binding on all partiesNotice.

Appears in 1 contract

Sources: Restricted Stock Unit Award Agreement (Spectral AI, Inc.)