Common use of Rescission of the Award Clause in Contracts

Rescission of the Award. The Award is hereby unconditionally and irrevocably rescinded ab initio, and is neither valid nor effective in any manner whatsoever. Each Party hereby acknowledges that he or it has been restored to the position such Party was in immediately before the Award was granted and the Award Agreement was executed. In connection with the rescission of the Award, the Parties agree as follows: a. The Parties hereto individually and jointly agree that all terms, conditions, covenants, representations and warranties in the Award Agreement are null and void ab initio and of no further force or effect. b. The Parties agree that any and all assets, property, securities or items of value that may have been assigned or transferred pursuant to the terms of the Award are hereby transferred and re-conveyed to the respective Party that assigned and/or transferred such items under the terms of the Award. c. The Parties shall treat the Award and Award Agreement as rescinded for all purposes and shall take no action inconsistent with such treatment. d. This Rescission Agreement and the rescission of the Award are binding upon each of the Parties and their respective legal representatives, successors and assigns and shall become effective automatically without further act on the part of any Party upon execution of this Rescission Agreement. e. The Parties acknowledge and agree that no consideration has been paid or promised to any Party to enter into this Rescission Agreement. It is intended that the rescission of the Award meet the requirements of Revenue Ruling 80-58, 1980-1 C.B. 181 and that this Rescission Agreement shall be construed and interpreted in accordance with such intent.

Rescission of the Award. The Award is hereby unconditionally and irrevocably rescinded ab initio, and is neither valid nor effective in any manner whatsoever. Each Party hereby acknowledges that he or it has been restored to the position such Party was in immediately before the Award was granted and the Award Agreement was executed. In connection with the rescission of the Award, the Parties agree as follows:: ​ a. The Parties hereto individually and jointly agree that all terms, conditions, covenants, representations and warranties in the Award Agreement are null and void ab initio and of no further force or effect.. ​ ​ ​ b. The Parties agree that any and all assets, property, securities or items of value that may have been assigned or transferred pursuant to the terms of the Award are hereby transferred and re-conveyed to the respective Party that assigned and/or transferred such items under the terms of the Award.. ​ c. The Parties shall treat the Award and Award Agreement as rescinded for all purposes and shall take no action inconsistent with such treatment.. ​ d. This Rescission Agreement and the rescission of the Award are binding upon each of the Parties and their respective legal representatives, successors and assigns and shall become effective automatically without further act on the part of any Party upon execution of this Rescission Agreement.. ​ e. The Parties acknowledge and agree that no consideration has been paid or promised to any Party to enter into this Rescission Agreement. ​ f. It is intended that the rescission of the Award meet the requirements of Revenue Ruling 80-58, 1980-1 C.B. 181 and that this Rescission Agreement shall be construed and interpreted in accordance with such intent.. ​ g. Any election under Section 83(b) filed subsequent to the Grant Date shall, as a result of the rescission, have no effect since the rescission of the award eliminated the underlying compensation event to which the Section 83(b) election applies. ​ h. Any shares of Common Stock issued as a result of the Award will be treated as if they had not been issued under the Plan and will be available for future issuance under the Plan. ​