Common use of Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation Clause in Contracts

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Dell Technologies Inc), Restricted Stock Unit Agreement (Dell Technologies Inc)

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Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 herein (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Dell Technologies Inc.), Restricted Stock Unit Agreement (Dell Technologies Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By In accepting this Agreement and the grant of the Units evidenced herebyAward, you expressly acknowledge acknowledge, understand and agree that (a) the Plan is established voluntarily by the Company, it is discretionary in nature nature, and may be amended, suspended or terminated by the Company at any time; (b) the grant of Units the Award is a one-time benefit that voluntary and occasional and does not create any contractual or other right to receive future grants of UnitsAwards, or benefits in lieu of UnitsAwards, even if have been granted repeatedly in the past; (c) all determinations decisions with respect to future Award grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation you are voluntarily participating in the Plan is voluntaryPlan; (e) the value Award and any Shares acquired under the Plan are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Units is an extraordinary item of compensation that Company, and which is outside the scope of your employment service contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units the Award and any Shares acquired under the Plan are not intended to replace any compensation; (g) the Award and any Shares acquired under the Plan are not part of normal or expected compensation for any purposepurposes, and are including, but not to be used for limited to, calculating any severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar paymentspayments and in no event should be considered as compensation for, and you waive or relating in any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Companyway to, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to past services for the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units Award is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will have ; (i) no rights claim or entitlement to compensation or damages related to Units or Shares in consequence shall arise from forfeiture of the termination of Award resulting from the terminationof your Employment employment or service with the Company (for any reason whatsoever and whether or not in breach of contractlocal laws) and in consideration of the grant of the Award to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, waive your ability, if any, to bring any such claim, and release the Company o from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claims; (j) in the event of your separation of service (whether or not in breach of local laws), your right to vest in the Award under the Plan, if any, will terminate effective as of the date that you are no longer actively retained and will not be extended by any notice period mandated under local law; and (k) the Award and the benefits under the Plan, if any, will not automatically transfer to another company in the case of a merger, take-over or transfer of liability.

Appears in 2 contracts

Samples: Restricted Stock Unit Award Agreement (Jones Soda Co), Restricted Stock Unit Award Agreement (Jones Soda Co)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the Acceptance and Acknowledgment set forth below on the enclosed copy of this Agreement and return it to compensation or damages related to Units or Shares the undersigned. Very truly yours, WATCHGUARD TECHNOLOGIES, INC. By -------------------------------- Its ------------------------------- ACCEPTANCE AND ACKNOWLEDGMENT I, ((Name)), a resident of ___________________, accept the stock option described in consequence this Agreement and in the Plan, and acknowledge receipt of a copy of this Agreement, the Plan Summary and a copy of the termination Plan. I have read and understand the Plan, including the provisions of your Employment for any reason whatsoever and whether or not in breach of contract.Section 15.3. Dated: --------------------------- ------------------------------------------ ((Name)) Address -----------------------------------

Appears in 2 contracts

Samples: Watchguard Technologies Inc, Watchguard Technologies Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units Option evidenced hereby, you the Participant expressly acknowledge acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) all determinations with respect to future option grants, if any, including the grant date, the number of Units granted Shares granted, the exercise price and the vesting exercise date or dates, will shall be at the sole discretion of the Company; (d) your the Participant’s participation in the Plan is voluntary; (e) the value of the Units Option is an extraordinary item of compensation that is outside the scope of your the Participant’s employment or consulting contract, if any, and nothing can or must automatically be inferred from such employment or consulting contract or its consequences; (f) Units Options are not part of normal or expected compensation for any purpose, purpose and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive the Participant waives any claim on such basisbasis and, for the avoidance of doubt, the Option shall not constitute an “acquired right” under the applicable law of any jurisdiction; (g) if the grant of an equity interest underlying Shares do not increase in value, the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the CompanyOption shall have no value; (h) vesting if the Participant exercises the Option and acquires Shares, the value of Units ceases upon termination of Employment for any reason except as such Shares may otherwise be explicitly provided increase or decrease in value, even below the Plan document or in this Agreementexercise price; and (i) the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition, you understandthe Participant understands, acknowledge acknowledges and agree agrees that you will the Participant shall have no rights to compensation or damages related to Units or Shares option proceeds in consequence of the termination of your Employment the Participant’s employment or service for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Nonqualified Stock Option Agreement (Hilton Grand Vacations Inc.), Nonqualified Stock Option Agreement (Hilton Grand Vacations Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Stock Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Stock Units is a one-time benefit that does not create any contractual or other right to receive future grants of Stock Units, or benefits in lieu of Stock Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Stock Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Stock Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (gf) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section Paragraph 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (hg) vesting of Stock Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) the future value of the Stock Units is unknown and cannot be predicted with certainty. In addition, ; and (i) you understand, acknowledge and agree that you will have no rights to compensation or damages related to Stock Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Unit Agreement (Team Inc), Team Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units evidenced herebyOption, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that and does not create any contractual or other right to receive future grants of Units, options or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment your employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) that the future value of the Units Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence the undersigned. Very truly yours, XXXXXX.XXX, INC. By -------------------------------- Its ------------------------------- ACCEPTANCE AND ACKNOWLEDGMENT I, a resident of the termination State of your Employment for any reason whatsoever ______________, accept the nonqualified stock option described in this Agreement and whether or not in breach the Plan, and acknowledge receipt of contract.a copy of this Agreement, the Plan Summary and a copy of the Plan. I have read and understand the Plan. Dated: -------------------------------- -------------------------------- Name

Appears in 2 contracts

Samples: Amazon Com Inc, Amazon Com Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced herebyPerformance Shares contemplated hereunder, you the Participant expressly acknowledge acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Company at any time, to the extent permitted by the Plan; (b) the grant of Units Performance Shares is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of UnitsPerformance Shares, or benefits in lieu of UnitsPerformance Shares, even if Performance Shares have been granted in the past; (c) all determinations with respect to future grantsgrants of Performance Shares, if any, including the grant date, the number of Units Shares granted and the applicable vesting datesterms, will be at the sole discretion of the Company; (d) your the Participant’s participation in the Plan is voluntaryvoluntary and not a condition of employment, and the Participant may decline to accept the Performance Shares without adverse consequences to the Participant’s continued employment with the Company Group; (e) the value of the Units Performance Shares is an extraordinary item of compensation that is outside the scope of your the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units grants of Performance Shares, and the income from and value of same, are not part of normal or expected compensation for any purpose, purpose and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive the Participant waives any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return for the avoidance of Share Value) above are designed to protect doubt, the Company and its stockholders from Conduct Detrimental to Performance Shares will not constitute an “acquired right” under the Company; (h) vesting applicable law of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreementjurisdiction; and (ig) the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition, you understandthe Participant understands, acknowledge acknowledges and agree agrees that you the Participant will have no rights to compensation or damages related to Units or Shares Performance Share proceeds in consequence of the termination of your Employment the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Performance Share Agreement (Hilton Worldwide Holdings Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) that the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights to compensation or damages related to Units or Shares in consequence value. DATED as of the termination Date of your Employment for Grant set forth above. PACIFIC BIOMETRICS, INC. By: _____________________________ Its: _____________________________ Name:_____________________________ Acceptance by Participant: Participant acknowledges receipt of a copy of the Plan. Participant has reviewed the Plan and this Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understands all provisions of the Plan and this Agreement. Participant acknowledges that there may be adverse tax consequences upon exercise of the Option or disposition of the Shares and that Participant should consult a tax adviser prior to any reason whatsoever such exercise or disposition. Participant accepts this Option subject to all of the terms and whether or not in breach provisions of contract.the Plan and this Agreement. __________________________________ (Signature) Date signed:__________________________ EXHIBIT A NOTICE OF EXERCISE OF STOCK OPTION Pacific Biometrics, Inc. 000 Xxxx Xxxxxxxx Xxxxxx Seattle, WA 98119 Attn: Secretary

Appears in 1 contract

Samples: Stock Option Agreement (Pacific Biometrics Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units this Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units this Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that this Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units this Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you this Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence the undersigned. Very truly yours, WATCHGUARD TECHNOLOGIES, INC. By ACCEPTANCE AND ACKNOWLEDGMENT I, ((name)), a resident of the termination State of your Employment for any reason whatsoever ___________________, accept the stock option described in this Agreement and whether or not in breach the Plan, and acknowledge receipt of contract.a copy of this Agreement, the Plan Summary and a copy of the Plan. I have read and understand the Plan, including the provisions of Section 15.3. Dated: --------------------------- ----------------------------------------- ((name)) Address ---------------------------------

Appears in 1 contract

Samples: Watchguard Technologies Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the Acceptance and Acknowledgment set forth below on the enclosed copy of this Agreement and return it to compensation or damages related to Units or Shares the undersigned. Very truly yours, WATCHGUARD TECHNOLOGIES, INC. By ----------------------------------------- ACCEPTANCE AND ACKNOWLEDGMENT I, ((FirstName)) ((LastName)), a resident of ___________________, accept the stock option described in consequence this Agreement and in the Plan, and acknowledge receipt of a copy of this Agreement, the Plan Summary and a copy of the termination Plan. I have read and understand the Plan, including the provisions of your Employment for any reason whatsoever and whether or not in breach of contract.Section 11.3. Dated: --------------------------- ----------------------------------------- ((FirstName)) ((LastName)) Address ---------------------------------

Appears in 1 contract

Samples: Watchguard Technologies Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Acceptance and Acknowledgement. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence the undersigned. By signing the following, you understand that as of the termination Grant Date, this Agreement and the Plan set forth the entire understanding between you and the Company regarding the Option and supersede all prior oral and written agreements on the subject. Very truly yours, XxxxxXxxxxx.xxx, Inc. By /s/ Xxx Xxxxxx Xxx Xxxxxx Its Chief Executive Officer ACCEPTANCE AND ACKNOWLEDGMENT I, a resident of your Employment for any reason whatsoever the State of , accept the Option described in this Agreement and whether or not in breach the Plan, and acknowledge receipt of contract.a copy of this Agreement and a copy of the Plan. I have read and understand the Plan. Dated: Address Taxpayer I.D. Number

Appears in 1 contract

Samples: www.sec.gov

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) that the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights to compensation or damages related to Units or Shares in consequence value. DATED as of the termination Date of your Employment for Grant set forth above. LEGEND OIL AND GAS, LTD. By: Its: Name: ACCEPTANCE BY PARTICIPANT: Participant acknowledges receipt of a copy of the Plan. Participant has reviewed the Plan and this Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understands all provisions of the Plan and this Agreement. Participant acknowledges that there may be adverse tax consequences upon exercise of the Option or disposition of the Shares and that Participant should consult a tax adviser prior to any reason whatsoever such exercise or disposition. Participant accepts this Option subject to all of the terms and whether or not in breach provisions of contract.the Plan and this Agreement. PARTICIPANT: (Signature) (Print Name) Date signed: EXHIBIT A NOTICE OF EXERCISE OF STOCK OPTION Legend Oil and Gas, Ltd. 0000 Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, XX 00000 Attn: Xxxxx Xxxxxxxxx

Appears in 1 contract

Samples: – Stock Option Agreement (Legend Oil & Gas, Ltd.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment or service contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever Stock Plan Administrator. Very truly yours, ALLOS THERAPEUTICS, INC. By /s/ Xxxxxxx X. Xxxx Xxxxxxx X. Xxxx President and whether or not in breach of contract.Chief Executive Officer

Appears in 1 contract

Samples: Nonqualified Stock Option Letter Agreement (Allos Therapeutics Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.Stock Plan Administrator. Very truly yours, ALLOS THERAPEUTICS, INC. By: /s/ Xxxx X. Xxxxxxxx Xxxx X. Xxxxxxxx Vice President, General Counsel

Appears in 1 contract

Samples: Letter Agreement (Allos Therapeutics Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 herein (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.. Exhibit 10.44 FY25 US Time-Based Award Agreement (Time-Based) 2023 Stock Incentive Plan

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Dell Technologies Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 Paragraph7 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certainty. In addition, ; and (j) you understand, acknowledge and agree that you will have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract. Finally, you also understand, acknowledge and agree that selling of Dell Inc.’s stock in the territory of the Russian Federation is prohibited.

Appears in 1 contract

Samples: Stock Unit Agreement (Dell Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (cb) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (dc) your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (fd) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (ge) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Change of Control Agreement, the Plan document or in this Agreement; and (if) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (g) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights to compensation or damages related to Units or Shares in consequence value. Employee Data Privacy: By entering this Agreement, you (a) authorize the Company and your employer, if different, and any agent of the termination Company, to disclose to the Company or any of your Employment for its affiliates any reason whatsoever information and whether or not data the Company requests in breach order to facilitate the grant of contract.the Option; (b) waive any data privacy rights you may have with respect to such information; and (c) authorize the Company and its agents to store and transmit such information in electronic form. Please execute the following Acceptance and Acknowledgment and return it to the undersigned. Very truly yours, PRIMUS KNOWLEDGE SOLUTIONS, INC. By: /s/ Xxxxxxx X. Xxxxxx --------------------- Xxxxxxx X. Xxxxxx Its: President and Chief Executive Officer

Appears in 1 contract

Samples: Primus Knowledge Solutions Inc

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Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (c) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation in the Plan is voluntary; (e) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 herein (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will Exhibit 10.45 FY25 US PRSU Award Agreement (Performance-Based) 2023 Stock Incentive Plan have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Dell Technologies Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the Acceptance and Acknowledgment set forth below on the enclosed copy of this Agreement and return it to compensation or damages related to Units or Shares the undersigned. Very truly yours, WATCHGUARD TECHNOLOGIES, INC. By ----------------------------------------- Xxxxxxxxxxx X. Xxxxx Its President and Chief Executive Officer ACCEPTANCE AND ACKNOWLEDGMENT I, ((FirstName)) ((LastName)), a resident of ___________________, accept the stock option described in consequence this Agreement and in the Plan, and acknowledge receipt of a copy of this Agreement, the Plan Summary and a copy of the termination Plan. I have read and understand the Plan, including the provisions of your Employment for any reason whatsoever and whether or not in breach of contract.Section 11.3. Dated: --------------------------- ----------------------------------------- ((FirstName)) ((LastName)) Address ---------------------------------

Appears in 1 contract

Samples: Watchguard Technologies Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence the undersigned. Very truly yours, ALLOS THERAPEUTICS, INC. By Xxxxxxx X. Xxxx President and Chief Executive Officer ACCEPTANCE AND ACKNOWLEDGMENT I, a resident of the termination State of your Employment for any reason whatsoever , accept the Option described in this Agreement and whether or not in breach the Plan, and acknowledge receipt of contract.a copy of this Agreement, [the Plan Summary] and a copy of the Plan. I have read and understand the Plan. Dated «Name» «Address» «City», «State» «Zip» Taxpayer I.D. Number

Appears in 1 contract

Samples: Incentive Stock Option Letter Agreement (Allos Therapeutics Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) that the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights to compensation or damages related to Units or Shares in consequence value. DATED as of the termination Date of your Employment for Grant set forth above. LEGEND OIL AND GAS, LTD. By: Its: Name: ACCEPTANCE BY PARTICIPANT: Participant acknowledges receipt of a copy of the Plan. Participant has reviewed the Plan and this Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understands all provisions of the Plan and this Agreement. Participant acknowledges that there may be adverse tax consequences upon exercise of the Option or disposition of the Shares and that Participant should consult a tax adviser prior to any reason whatsoever such exercise or disposition. Participant accepts this Option subject to all of the terms and whether or not in breach provisions of contract.the Plan and this Agreement. PARTICIPANT: (Signature) (Print Name) Date signed: EXHIBIT A NOTICE OF EXERCISE OF STOCK OPTION Legend Oil and Gas, Ltd. 0000 Xxxxx Xxxxxx, Xxxxx 0000 Xxxxxxx, XX 00000 Attn: President

Appears in 1 contract

Samples: Form of Stock Option Agreement (Legend Oil & Gas, Ltd.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units this Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units this Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that this Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units this Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you this Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence the undersigned. Very truly yours, WATCHGUARD TECHNOLOGIES, INC. By Xxxxxxxxxxx X. Xxxxx Its President and Chief Executive Officer ACCEPTANCE AND ACKNOWLEDGMENT I, ((name)), a resident of the termination State of your Employment for any reason whatsoever ___________________, accept the stock option described in this Agreement and whether or not in breach the Plan, and acknowledge receipt of contract.a copy of this Agreement, the Plan Summary and a copy of the Plan. I have read and understand the Plan, including the provisions of Section 15.3. Dated: --------------------------- ----------------------------------------- ((name)) Address ---------------------------------

Appears in 1 contract

Samples: Watchguard Technologies Inc

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By In accepting this Agreement and the grant of the Units evidenced herebyAward, you expressly acknowledge acknowledge, understand and agree that (a) the Plan is established voluntarily by the Company, it is discretionary in nature nature, and may be amended, suspended or terminated by the Company at any time; (b) the grant of Units the Award is a one-time benefit that voluntary and occasional and does not create any contractual or other right to receive future grants of UnitsAwards, or benefits in lieu of UnitsAwards, even if have been granted repeatedly in the past; (c) all determinations decisions with respect to future Award grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (d) your participation you are voluntarily participating in the Plan is voluntaryPlan; (e) the value Award and any Shares acquired under the Plan are extraordinary items that do not constitute compensation of any kind for services of any kind rendered to the Units is an extraordinary item of compensation that Company, and which is outside the scope of your employment service contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units the Award and any Shares acquired under the Plan are not intended to replace any compensation; (g) the Award and any Shares acquired under the Plan are not part of normal or expected compensation for any purposepurposes, and are including, but not to be used for limited to, calculating any severance, resignation, termination, redundancy, dismissal, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar paymentspayments and in no event should be considered as compensation for, and you waive or relating in any claim on such basis; (g) the grant of an equity interest in way to, past services for the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the or any Related Company; (h) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units Award is unknown and cannot be predicted with certainty. In addition, you understand, acknowledge and agree that you will have ; (i) no rights claim or entitlement to compensation or damages related to Units or Shares in consequence shall arise from forfeiture of the termination Award resulting from your Termination of your Employment Service by the Company or a Related Company (for any reason whatsoever and whether or not in breach of contractlocal laws) and in consideration of the grant of the Award to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company or any Related Company, waive your ability, if any, to bring any such claim, and release the Company or any Related Company from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claims; (j) in the event of your Termination of Service (whether or not in breach of local laws), your right to vest in the Award under the Plan, if any, will terminate effective as of the date that you are no longer actively retained and will not be extended by any notice period mandated under local law; and (k) the Award and the benefits under the Plan, if any, will not automatically transfer to another company in the case of a merger, take-over or transfer of liability.

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (Jones Soda Co)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of Performance Cash Award granted hereunder, the Units evidenced hereby, you Participant expressly acknowledge acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) the grant of Units the Performance Cash Award is a one-time benefit that does not create any contractual or other right to receive future grants of UnitsPerformance Cash Awards or other Awards under the Plan, or benefits in lieu of UnitsPerformance Cash Awards; (c) all determinations with respect to future grantsgrants of Performance Cash Awards, if any, including the grant date, the number of Units granted date and the applicable vesting datesterms, will shall be at the sole discretion of the Committee and/or the Company; (d) your the Participant’s participation in the Plan is voluntary; (e) the value of the Units Performance Cash Award is an extraordinary item of compensation that is outside the scope of your the Participant’s employment or consulting contract, if any, and nothing can or must automatically be inferred from such employment or consulting contract or its consequences; and (f) Units grants of Performance Cash Awards are not part of normal or expected compensation for any purpose, purpose and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive the Participant waives any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return for the avoidance of Share Value) above are designed to protect doubt, the Company and its stockholders from Conduct Detrimental to Performance Cash Awards shall not constitute an “acquired right” under the Company; (h) vesting applicable law of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (i) the future value of the Units is unknown and cannot be predicted with certaintyjurisdiction. In addition, you understand, acknowledge and agree that you will have no rights the Participant hereby waives any claim to compensation continued vesting of the Performance Cash Award or to damages or severance entitlement related to Units or Shares in consequence non-continuation of the termination Performance Cash Award beyond the period provided under the Plan or this Agreement, except to the extent of your Employment any Bluegreen Transaction Incentive Award Form for Employees (Other than Xxxx Xxxx) provision to the contrary in any reason whatsoever written employment contract or other agreement between the Service Recipient and/or any member of the Company Group and the Participant, whether any such agreement is executed before, on or not in breach after the Date of contractGrant.

Appears in 1 contract

Samples: Special Transaction Incentive Performance Cash Award Agreement (Hilton Grand Vacations Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (ih) that the future value of the Units underlying Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights to compensation or damages related to Units or Shares in consequence value. DATED as of the termination Date of your Employment for Grant set forth above. PACIFIC BIOMETRICS, INC. By: _______________________________ Its: _______________________________ Name:_______________________________ Acceptance by Participant: Participant acknowledges receipt of a copy of the Plan. Participant has reviewed the Plan and this Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Agreement and fully understands all provisions of the Plan and this Agreement. Participant acknowledges that there may be adverse tax consequences upon exercise of the Option or disposition of the Shares and that Participant should consult a tax adviser prior to any reason whatsoever such exercise or disposition. Participant accepts this Option subject to all of the terms and whether or not in breach provisions of contract.the Plan and this Agreement. PARTICIPANT: ____________________________________ (Signature) ____________________________________ (Print Name) Date signed:__________________________ EXHIBIT A NOTICE OF EXERCISE OF STOCK OPTION Pacific Biometrics, Inc. 220 West Harrison Street Seattle, WA 98119 Attn: Secretary

Appears in 1 contract

Samples: Stock Option Agreement (Pacific Biometrics Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced hereby, you expressly acknowledge that (ai) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (bii) the grant of Units is a one-time benefit that does not create any contractual or other right to receive future grants of Units, or benefits in lieu of Units; (ciii) all determinations with respect to future grants, if any, including the grant date, the number of Units granted and the vesting dates, will be at the sole discretion of the Company; (div) your participation in the Plan is voluntary; (ev) the value of the Units is an extraordinary item of compensation that is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (fvi) Units are not part of normal or expected compensation for any purpose, and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (gvii) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 Paragraph7 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (hviii) vesting of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (iix) the future value of the Units is unknown and cannot be predicted with certainty. In addition, ; and (x) you understand, acknowledge and agree that you will have no rights to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever and whether or not in breach of contract. Finally, you also understand, acknowledge and agree that selling of Dell Inc.’s stock in the territory of the Russian Federation is prohibited.

Appears in 1 contract

Samples: Stock Unit Agreement (Dell Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Units evidenced herebyPerformance Cash Award hereunder, you the Participant expressly acknowledge acknowledges that (aA) the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (bB) the grant of Units the Performance Cash Award is a one-time benefit that does not create any contractual or other right to receive future grants of UnitsPerformance Cash Awards or other Awards under the Plan, or benefits in lieu of Unitsthe Performance Cash Awards; (cC) all determinations with respect to future grantsgrants of Performance Cash Awards, if any, including the grant date, the number of Units granted date and the applicable vesting datesterms, will shall be at the sole discretion of the Committee and/or the Company; (dD) your the Participant’s participation in the Plan is voluntary; (eE) the value of the Units Performance Cash Award is an extraordinary item of compensation that is outside the scope of your the Participant’s employment or consulting contract, if any, and nothing can or must automatically be inferred from such employment or consulting contract or its consequences; (fF) Units grants of Performance Cash Awards are not part of normal or expected compensation for any purpose, purpose and are not to be used for calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive the Participant waives any claim on such basis; (g) the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return for the avoidance of Share Value) above are designed to protect doubt, the Company and its stockholders from Conduct Detrimental to Performance Cash Awards shall not constitute an “acquired right” under the Company; (h) vesting applicable law of Units ceases upon termination of Employment for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreementjurisdiction; and (iG) the future value of the Units Performance Cash Award is unknown and cannot be predicted Bluegreen Transaction Incentive Award Form for Mark Xxxx xxedicted with certainty. In addition, you understand, acknowledge and agree that you will have no rights the Participant hereby waives any claim to compensation continued vesting of the Performance Cash Award or to damages or severance entitlement related to Units or Shares in consequence non-continuation of the termination Performance Cash Award beyond the period provided under the Plan or this Agreement, except to the extent of your Employment for any reason whatsoever provision to the contrary in any written employment contract or other agreement between the Service Recipient and/or any member of the Company Group and the Participant, whether any such agreement is executed before, on or not in breach after the Date of contractGrant.

Appears in 1 contract

Samples: Hilton Grand Vacations Inc.

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Units Option evidenced hereby, you expressly acknowledge that acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Company at any time; (b) that the grant of Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of Unitsoptions, or benefits in lieu of Unitsoptions; (c) that all determinations with respect to any such future grants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Units granted shares subject to each option, the option price, and the vesting datestime or times when each option will be exercisable, will be at the sole discretion of the Company; (d) that your participation in the Plan is voluntary; (e) that the value of the Units Option is an extraordinary item of compensation that which is outside the scope of your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) Units are that the Option is not part of normal or expected compensation for any purpose, and are not to be used for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and you waive any claim on such basis; (g) that the grant of an equity interest in the Company gives rise to the Company’s need (on behalf of itself and its stockholders) to protect itself from Conduct Detrimental to the Company, and your promises described in Section 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (h) vesting of Units the Option ceases upon termination of Employment employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan document or in this AgreementAgreement or otherwise permitted by the Plan Administrator; and (ih) that the future value of the Units underlying Option Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Option Shares do not increase in value, you understand, acknowledge and agree that you the Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to Units or Shares in consequence of the termination of your Employment for any reason whatsoever Stock Plan Administrator. Very truly yours, ALLOS THERAPEUTICS, INC. By Xxxxxxx X. Xxxx President and whether or not in breach of contract.Chief Executive Officer

Appears in 1 contract

Samples: Stock Option Letter Agreement (Allos Therapeutics Inc)

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