Common use of Grantee Acknowledges and Agrees Clause in Contracts

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.

Appears in 5 contracts

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc), Restricted Stock Unit Agreement (Raymond James Financial Inc), Restricted Stock Unit Agreement (Raymond James Financial Inc)

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Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Xxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.

Appears in 3 contracts

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc), Restricted Stock Unit Agreement (Raymond James Financial Inc), Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Xxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. During your employment with the Company, you shall be required to give to the Company [insert number] days’ advance written notice of the intent to terminate your employment relationship (the “Termination Notice Period”). Your employment with the Company shall not terminate until the expiration of the Termination Notice Period, provided, however, the Company shall have the right, in its sole discretion, to relieve you of any or all of your duties and responsibilities by placing you on paid administrative leave during the Termination Notice Period and shall not be required to provide you with work or access to the Company's offices during such leave. You shall be entitled to continue to receive your salary and certain other employee benefits for the entire Termination Notice Period, regardless of whether the Company exercises its right to place you on paid administrative leave. You are prohibited from working in any capacity for yourself or any other business during the Termination Notice Period without the prior written consent of the Company. Notwithstanding the foregoing, your employment status with the Company shall at all times remain “at will.” The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc), Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or the website of the Company’s designated brokerage firm, if applicable, or by such other website method as designated by the Company and communicated at the Company’s sole discretion from time to the Granteetime. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access copies of the Plan Documents by means and methods as designated by the Company from time to time; (ii) if applicable or upon establishment by the Company of an intranet or upon engagement of a brokerage firm for the administration of these Awards, consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via such Company intranet or the website of the Company’s designated brokerage firm; (iii) represents and agrees that the Grantee will comply with reasonable procedures to access the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Grantee brokerage firm, if and when the Company begins providing the Plan Documents electronicallyapplicable; (iiiv) represents acknowledges that the Grantee has access to is already in possession of paper copies copies, of the Plan Documents; and (iiiv) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee Administrator in accordance with Section 10 8 of the Agreement. The Grantee further agrees that, to the venue and jurisdiction selection in accordance with Section 11 9 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: Xxxxxxx’s Signature FORM OF TIME-VESTED RESTRICTED STOCK UNIT AGREEMENT Award Number: RESTORATION HARDWARE HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Restoration Hardware Holdings Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: ___________________________ ______________________________ Grantee’s Signature Grant Date: ______________________ ______________________________ Grantee’s Printed Name ______________________________ Address ______________________________ City, State & Zip 238 [FORM OF STOCK BONUS RESTRICTED STOCK UNIT AGREEMENT - REVISED AND APPROVED ON AUGUST 21, 2013] XXXXXXX XXXXX FINANCIAL, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. 409A of the Code. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan Agreement and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Granteebrokerage firm, if applicable. By signing below (or providing an electronic signature by clicking below) and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Grantee brokerage firm, if and when the Company begins providing the Plan Documents electronicallyapplicable; (ii) represents that the Grantee has access to the Company’s intranet or the website of the Company’s designated brokerage firm, if applicable; (iii) acknowledges receipt of electronic copies, or that the Grantee is already in possession of paper copies copies, of the Plan Documents; and (iiiiv) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee Administrator in accordance with Section 10 8 of the Agreement. The Grantee further agrees that, to the venue and jurisdiction selection in accordance with Section 11 9 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. EXHIBIT B5 Form of Notice of Service-Based Restricted Stock Unit Award SOURCEFIRE, INC. 2007 STOCK INCENTIVE PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD Grantee’s Name and Address: XXXX X. XXXXXX [ADDRESS] UNITED STATES You (the “Grantee”) have been granted an award of Restricted Stock Units (the “Award”), subject to the terms and conditions of this Notice of Restricted Stock Unit Award (the “Notice”), the Sourcefire, Inc. 2007 Stock Incentive Plan, as amended from time to time (the “Plan”) and the Restricted Stock Unit Agreement (the “Agreement”) attached hereto, as follows. Unless otherwise provided herein, the terms in this Notice shall have the same meaning as those defined in the Plan. Award Number [TBD] Date of Award May 6, 2013 Vesting Commencement Date May 6, 2013 Total Number of Restricted Stock Units Awarded (the “Units”) 60,000

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Sourcefire Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: Xxxxxxx’s Signature Grant Date: Grantee’s Printed Name Address City, State & Zip [FORM OF RSU AWARD NOTICE AND AGREEMENT FOR GRANT OF SPECIAL RETENTION AWARD (PERFORMANCE-BASED VESTING WITH RTSR) FOR XX. XXXX X. REILLY] XXXXXXX XXXXX FINANCIAL, INC. AMENDED AND RESTATED 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Notice and Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or the website of the Company’s designated brokerage firm, if applicable, or by such other website method as designated by the Company and communicated at the Company’s sole discretion from time to the Granteetime. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access copies of the Plan Documents by means and methods as designated by the Company from time to time; (ii) if applicable or upon establishment by the Company of an intranet or upon engagement of a brokerage firm for the administration of Awards, consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via such Company intranet or the website of the Company’s designated brokerage firm; (iii) represents and agrees that the Grantee will comply with reasonable procedures to access the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Grantee brokerage firm, if and when the Company begins providing the Plan Documents electronicallyapplicable; (iiiv) represents acknowledges that the Grantee has access to is already in possession of paper copies of the Plan Documents; and (iiiv) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee Administrator in accordance with Section 10 8 of the Agreement. The Grantee further agrees that, to the venue and jurisdiction selection in accordance with Section 11 9 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. ​ Dated:​ ​Signed:​ ​ Grantee ​ ​ ​ ​ FORM OF TIME-VESTED RESTRICTED STOCK UNIT AGREEMENT ​ Award Number: ​ ​ ​ RH 2023 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Rh)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. 161

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Xxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: Xxxxxxx’s Signature Grant Date: ____________________ Grantee’s Printed Name Address City, State & Zip [FORM OF RSU STOCK BONUS PERFORMANCE-BASED AWARD AND NOTICE AGREEMENT – 2018 RETIREMENT – RESTRICTIVE COVENANTS] XXXXXXX XXXXX FINANCIAL, INC. AMENDED AND RESTATED 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: Xxxxxxx’s Signature Grantee’s Printed Name Address City, State & Zip 115 [FORM OF RESTRICTED STOCK UNIT AGREEMENT FOR NON-BONUS AWARD – REVISED AND APPROVED ON NOVEMBER 20, 2013] XXXXXXX XXXXX FINANCIAL, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement Option Agreement, and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award Option subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement Plan, and the Plan Option Agreement in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice Notice, and fully understands all provisions of this Notice, the Agreement Plan and the PlanOption Agreement. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Option Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Option Agreement shall be resolved by the Committee Administrator in accordance with Section 10 15 of the Option Agreement. The Grantee further agrees that, in accordance with Section 11 16 of the Option Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Option Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her the residence address indicated in this Notice.. Date: ___________________________ ______________________________ Xxxxxxx’s Signature Grant Date: ______________________ ______________________________ Grantee’s Printed Name ______________________________ Address ______________________________ City, State & Zip 214 [FORM OF STOCK OPTION AGREEMENT (NON-CONTINGENT) - REVISED AND APPROVED ON AUGUST 21, 2013] XXXXXXX XXXXX FINANCIAL, INC. 2012 STOCK INCENTIVE PLAN STOCK OPTION AWARD AGREEMENT

Appears in 1 contract

Samples: Stock Option Agreement (Raymond James Financial Inc)

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Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Xxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: Xxxxxxx’s Signature Grant Date: ____________________ Grantee’s Printed Name Address City, State & Zip [FORM OF RSU STOCK BONUS PERFORMANCE-BASED AWARD AND NOTICE AGREEMENT – 2018 RETIREMENT – RESTRICTIVE COVENANTS – XX. XXXX X. REILLY] XXXXXXX XXXXX FINANCIAL, INC. AMENDED AND RESTATED 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Xxxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Xxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Xxxxxxx also agrees that, in consideration of the confidential 4 information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Xxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Xxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. 409A of the Code. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan Agreement and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Granteebrokerage firm, if applicable. By signing below (or providing an electronic signature by clicking below) and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other the website of the Company’s designated by the Company and communicated to the Grantee brokerage firm, if and when the Company begins providing the Plan Documents electronicallyapplicable; (ii) represents that the Grantee has access to the Company’s intranet or the website of the Company’s designated brokerage firm, if applicable; (iii) acknowledges receipt of electronic copies, or that the Grantee is already in possession of paper copies copies, of the Plan Documents; and (iiiiv) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee Administrator in accordance with Section 10 8 of the Agreement. The Grantee further agrees that, to the venue and jurisdiction selection in accordance with Section 11 9 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.Notice EXHIBIT B6 Form of Restricted Stock Unit Agreement SOURCEFIRE, INC. 2007 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Sourcefire Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. 110 Date: __________________ __________________ Grantee’s Signature Grant Date: __________________ __________________ Grantee’s Printed Name __________________ Address __________________ City, State & Zip 111 [FORM OF RESTRICTED STOCK UNIT AWARD NOTICE AND AGREEMENT FOR STOCK BONUS AWARD (PERFORMANCE-BASED VESTING) – REVISED AND APPROVED ON MAY 17, 2017] XXXXXXX XXXXX FINANCIAL, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. 135

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will subject the Grantee to liability under xxxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.. Date: ___________________________ ______________________________ Xxxxxxx’s Signature Grant Date: ______________________ ______________________________ Grantee’s Printed Name ______________________________ Address ______________________________ City, State & Zip 228 [FORM OF RESTRICTED STOCK UNIT AGREEMENT FOR NON-BONUS AWARD - REVISED AND APPROVED ON AUGUST 21, 2013] XXXXXXX XXXXX FINANCIAL, INC. 2012 STOCK INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

Grantee Acknowledges and Agrees. The Grantee acknowledges receipt of a copy of the Plan and the Agreement and represents that he or she is familiar with the terms and provisions thereof, and hereby accepts the Award subject to all of the terms and provisions hereof and thereof. The Grantee has reviewed this Notice, the Agreement and the Plan in their entirety, has had an opportunity to obtain the advice of counsel prior to executing this Notice and fully understands all provisions of this Notice, the Agreement and the Plan. The Grantee further agrees and acknowledges that this Award is a non-elective arrangement pursuant to Section 409A. The Grantee further acknowledges that, from time to time, the Company may be in a “blackout period” and/or subject to applicable federal securities laws that could subject the Grantee to liability for engaging in any transaction involving the sale of the Company’s Shares. The Grantee further acknowledges and agrees that, prior to the sale of any Shares acquired under this Award, it is the Grantee’s responsibility to determine whether or not such sale of Shares will comply with the Company’s Ixxxxxx Xxxxxxx Policy and/or subject the Grantee to liability under xxxxxxx ixxxxxx xxxxxxx rules or other applicable federal securities laws. The Grantee understands that the Award is subject to the Grantee’s consent to access this Notice, the Agreement, the Plan and the Plan prospectus (collectively, the “Plan Documents”) in electronic form on the Company’s intranet or such other website designated by the Company and communicated to the Grantee. By signing below and accepting the grant of the Award, the Grantee: (i) consents to access electronic copies (instead of receiving paper copies) of the Plan Documents via the Company’s intranet or such other website designated by the Company and communicated to the Grantee if and when the Company begins providing the Plan Documents electronically; (ii) represents that the Grantee has access to paper copies of the Plan Documents; and (iii) acknowledges that the Grantee is familiar with and accepts the Award subject to the terms and provisions of the Plan Documents. The Grantee agrees that this Notice is entered into and is reasonably necessary to protect the Company’s investment in Gxxxxxx’s advancement opportunity, training and development and to protect the goodwill and other legitimate business interests of the Company. Gxxxxxx also agrees that, in consideration of the confidential information, trade secrets and training and development provided to Grantee, Grantee will abide by the restrictions set forth in this Notice, and Gxxxxxx further agrees and acknowledges that the restrictions set forth in this Notice are reasonably necessary to protect the confidential and trade secret information provided to Grantee. The Grantee acknowledges that Gxxxxxx’s agreement to comply with the Restrictive Covenants is a material inducement to the Company to enter into the Notice and to grant the Units referenced herein. The Grantee further acknowledges that the term and scope (including the geographic scope) of the Restrictive Covenants set forth herein are fair and reasonable, and are reasonably required for the protection of the interests of the Company. The Grantee further agrees that Grantee will not, in any proceeding, assert the unreasonableness of the premises, consideration or scope of the Restrictive Covenants set forth herein. The Grantee and the Company agree that if any portion of the foregoing covenants is deemed to be unenforceable because any of the restrictions contained in this Notice are deemed too broad, the court or arbitration panel shall be authorized to provide partial enforcement of such covenants, substitute an enforceable term or otherwise modify the Notice in a manner that will enable the enforcement of the covenants to the maximum extent possible under applicable law. During your employment with the Company, you shall be required to give to the Company [insert number] days’ advance written notice of the intent to terminate your employment relationship (the “Termination Notice Period”). Your employment with the Company shall not terminate until the expiration of the Termination Notice Period, provided, however, the Company shall have the right, in its sole discretion, to relieve you of any or all of your duties and responsibilities by placing you on paid administrative leave during the Termination Notice Period and shall not be required to provide you with work or access to the Company's offices during such leave. You shall be entitled to continue to receive your salary and certain other employee benefits for the entire Termination Notice Period, regardless of whether the Company exercises its right to place you on paid administrative leave. You are prohibited from working in any capacity for yourself or any other business during the Termination Notice Period without the prior written consent of the Company. Notwithstanding the foregoing, your employment status with the Company shall at all times remain “at will.” The Company may, in its sole discretion, decide to deliver any Plan Documents by electronic means or request the Grantee’s consent to participate in the Plan by electronic means. The Grantee hereby consents to receive such documents by electronic delivery and agrees to participate in the Plan through an on-line or electronic system if and when such system is established and maintained by the Company or a third party designated by the Company. The Grantee hereby agrees that all questions of interpretation and administration relating to this Notice, the Plan and the Agreement shall be resolved by the Committee in accordance with Section 10 of the Agreement. The Grantee further agrees that, in accordance with Section 11 of the Agreement, any claim, suit, action, or proceeding arising out of or relating to the Notice, the Plan or this Agreement shall be governed by and subject to the terms and conditions of the Arbitration Agreement entered into by and between the Grantee and the Company. The Grantee further agrees to notify the Company upon any change in his or her residence address indicated in this Notice.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Raymond James Financial Inc)

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