FORM OF INDEMNIFICATION AGREEMENT INDEMNIFICATION AGREEMENTIndemnification Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
This Indemnification Agreement is dated as of [ ] (this “Agreement”) and is between Denali Holding Inc., a Delaware corporation (the “Company”), and [ ] (“Indemnitee”).
EMPLOYMENT AGREEMENT Michael S. DellEmployment Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Texas
EMPLOYMENT AGREEMENT (this “Agreement”), dated October 29, 2013 (the “Effective Date”), by and among Dell Inc. (the “Company”), Denali Holding, Inc. (“Parent”) and Michael S. Dell (“Executive”) (together, the “Parties”).
STOCK OPTION AGREEMENTStock Option Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
THIS STOCK OPTION AGREEMENT (the “Agreement”), made by and between Denali Holding Inc., a Delaware corporation (the “Company”), and Michael S. Dell (the “Optionee”), is effective as of November 25, 2013 (the “Grant Date”). Any capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Denali Holding Inc. 2013 Stock Incentive Plan (as amended pursuant to this Agreement, the “Plan”).
Severance for Protection Period AgreementSeverance Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
Executive is employed by Dell Inc., a Delaware corporation, its subsidiaries, affiliates, successors and assigns (“Dell”), in a position of trust and confidence. Dell and Executive have agreed as follows:
Form of Protection of Sensitive Information, Noncompetition and Nonsolicitation AgreementProtection of Sensitive Information, Noncompetition and Nonsolicitation Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers
[Employee] (“Executive”) is employed by Dell Inc., a Delaware corporation, its subsidiaries, affiliates, successors and assigns (“Dell”), in a position of trust and confidence. Dell expects Executive to play a critical role in Dell’s future business operations and desires to provide Executive with the strategic tools and commitments necessary to enable Executive to help Dell achieve its long-term goals. Likewise, Dell seeks to protect its sensitive, confidential and proprietary information, trade secrets and good will. Therefore, the Parties have agreed as follows:
STOCK OPTION AGREEMENT Performance Vesting OptionStock Option Agreement • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
THIS STOCK OPTION AGREEMENT (the “Agreement”), made by and between Denali Holding Inc., a Delaware corporation (the “Company”), and [ ] (the “Optionee”), is effective as of [ ], 2013 (the “Grant Date”). Any capitalized terms used but not otherwise defined herein shall have the meaning set forth in the Denali Holding Inc. 2013 Stock Incentive Plan (the “Plan”).
Dell Inc. Long-Term Cash Incentive and Retention AwardLong-Term Cash Incentive and Retention Award • April 11th, 2016 • Denali Holding Inc. • Electronic computers • Delaware
Dell Inc., a Delaware corporation, and/or its Affiliates, (“Dell”), is pleased to offer you this Long-Term Cash Incentive and Retention Award (“Award”) Agreement. Dell expects your future contribution to drive its continued success and wants to provide you with both the strategic tools and the financial incentive to achieve Dell’s long-term goals.
