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 Restricted Units contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted units, or benefits in lieu of restricted units; (c) all determinations with respect to future grants of restricted units, if any, including the grant date, the number of Shares granted and the restricted period, will be at the sole discretion of the Corporation; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 20 contracts

Samples: Restricted Stock Unit Agreement (Engility Holdings, Inc.), Restricted Stock Unit Agreement (L3 Technologies, Inc.), Restricted Stock Unit Agreement (L3 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs, even if RSUs have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 19 contracts

Samples: Restricted Stock Unit Agreement (Invitation Homes Inc.), Restricted Stock Unit Agreement (Invitation Homes Inc.), Restricted Stock Unit Agreement (Invitation Homes Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunderOption evidenced hereby, the Participant Optionee expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) all determinations with respect to future grants of restricted unitsoption grants, if any, including the grant date, the number of Shares granted granted, the exercise price and the restricted periodexercise date or dates, will be at the sole discretion of the CorporationCompany; (d) the ParticipantOptionee’s participation in the Plan is voluntary; (e) the value of the Restricted Units Option is an extraordinary item of compensation that is outside the scope of the ParticipantOptionee’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Options 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 the Participant Optionee waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant Optionee understands, acknowledges and agrees that the Participant Optionee will have no rights to compensation or damages related to restricted unit option proceeds in consequence of the termination of the ParticipantOptionee’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 17 contracts

Samples: Nonqualified Stock Option Agreement (L3 Technologies, Inc.), Nonqualified Stock Option Agreement (L 3 Communications Holdings Inc), Nonqualified Stock Option Agreement (L 3 Communications Corp)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs or other Awards under the Plan, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will shall be at the sole discretion of the CorporationCommittee and/or the Company; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of 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) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that hereby waives any claim to continued vesting of the Participant will have no rights RSUs or to compensation damages or damages severance entitlement related to restricted unit proceeds in consequence non-continuation of the termination RSUs beyond the period provided under the Plan or this Agreement, except to the extent of any 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’s employment for , whether any reason whatsoever and whether such agreement is executed before, on or not in breach after the Date of contractGrant.

Appears in 9 contracts

Samples: Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit 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 Restricted Performance Units contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Performance Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted performance units, or benefits in lieu of restricted performance units; (cb) all determinations with respect to future grants of restricted unitsPerformance Units, if any, including the grant date, the number of Shares Performance Units granted and the restricted performance period, will be at the sole discretion of the Corporation; (dc) the Participant’s participation in the Plan acknowledgment and acceptance of this Agreement is voluntary; (ed) the value of the Restricted Performance Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (fe) grants of restricted performance 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 the Participant waives any claim on such basis; and (gf) the future value of the underlying Shares Performance Units is unknown and unknown, cannot be predicted with certaintycertainty and may be zero; and (g) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time. In addition, the Participant understands, acknowledges and agrees that except as expressly provided hereunder, the Participant will have no rights to compensation or damages related to restricted unit Performance Unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 7 contracts

Samples: Performance Unit Agreement (L3 Technologies, Inc.), Performance Unit Agreement (L3 Technologies, Inc.), Performance Unit Agreement (L 3 Communications Holdings Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) all determinations with respect to future grants of restricted unitsoption grants, if any, including the grant date, the number of Shares granted granted, the exercise price and the restricted periodexercise date or dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Option is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Options 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 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 underlying Shares do not increase in value, the Option will have no value; (h) if the Participant exercises the Option and acquires Shares, the value of such Shares may increase or decrease in value, even below the exercise price; and (gi) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit option proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 7 contracts

Samples: Nonqualified Stock Option Agreement (Park Hotels & Resorts Inc.), Nonqualified Stock Option Agreement (Hilton Worldwide Holdings 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 Restricted Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsUnits, or benefits in lieu of restricted unitsUnits; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Units granted and the restricted periodvesting dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Units 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 the Participant waives you waive any claim on such basis; and (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 Paragraph 7 (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; (i) the future value of the underlying Shares Units is unknown and cannot be predicted with certainty. In addition; and (j) you understand, the Participant understands, acknowledges acknowledge and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Units or Shares in consequence of the termination of the Participant’s employment your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 6 contracts

Samples: Stock Unit Agreement (Dell Inc), Stock Unit Agreement (Perot Systems Corp), 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 Restricted Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsUnits, or benefits in lieu of restricted unitsUnits; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Units granted and the restricted periodvesting dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Units 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 the Participant waives you waive any claim on such basis; and (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 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; (i) the future value of the underlying Shares Units is unknown and cannot be predicted with certainty. In addition; and (j) you understand, the Participant understands, acknowledges acknowledge and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Units or Shares in consequence of the termination of the Participant’s employment your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 5 contracts

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

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units Performance Shares is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the Performance Shares shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 4 contracts

Samples: Performance Share Agreement (Hilton Worldwide Holdings Inc.), Performance Share Agreement (Hilton Worldwide Holdings Inc.), Performance Share 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 4 contracts

Samples: Restricted Stock Unit Agreement (Hilton Worldwide Holdings Inc.), Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit Agreement (Park Hotels & Resorts Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs or other Awards under the Plan, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will shall be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of 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) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that hereby waives any claim to continued vesting of the Participant will have no rights RSUs or to compensation damages or damages severance entitlement related to restricted unit proceeds in consequence non-continuation of the termination RSUs beyond the period provided under the Plan or this Agreement, except to the extent of any 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’s employment for , whether any reason whatsoever and whether such agreement is executed before, on or not in breach after the Date of contractGrant.

Appears in 4 contracts

Samples: Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (aA) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (bB) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs or other Awards under the Plan, or benefits in lieu of restricted unitsRSUs; (cC) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will shall be at the sole discretion of the CorporationCommittee and/or the Company; (dD) the Participant’s participation in the Plan is voluntary; (eE) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of 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) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (gG) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that hereby waives any claim to continued vesting of the Participant will have no rights RSUs or to compensation damages or damages severance entitlement related to restricted unit proceeds in consequence non-continuation of the termination RSUs beyond the period provided under the Plan or this Agreement, except to the extent of any 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’s employment for , whether any reason whatsoever and whether such agreement is executed before, on or not in breach after the Date of contractGrant.

Appears in 4 contracts

Samples: Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit 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 Restricted Units Option contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units the Option is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsOptions, or benefits in lieu of restricted unitsOptions; (c) all determinations with respect to future grants of restricted unitsOptions, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Option is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Options 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the Option shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Option proceeds in consequence of the termination of the Participant’s employment Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 3 contracts

Samples: Omnibus Incentive Plan Nonqualified Stock Option Agreement (Pinnacle Foods Inc.), Omnibus Incentive Plan Nonqualified Stock Option Agreement (Pinnacle Foods Inc.), Omnibus Incentive Plan (Pinnacle Foods Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsUnits, or benefits in lieu of restricted unitsUnits; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Units granted and the restricted periodvesting dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Units 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 the Participant waives you waive any claim on such basis; and (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 Paragraph 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; (i) the future value of the underlying Shares Units is unknown and cannot be predicted with certainty. In addition; and (j) you understand, the Participant understands, acknowledges acknowledge and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Units or Shares in consequence of the termination of the Participant’s employment your Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 3 contracts

Samples: Stock Unit Agreement (Dell Inc), Stock Unit Agreement (Dell Inc), 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 Restricted Performance Units contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Performance Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsPerformance Units, or benefits in lieu of restricted unitsPerformance Units; (c) all determinations with respect to future grants of restricted unitsPerformance Units, if any, including the grant date, the number of Shares shares of Stock granted and the restricted period, will be at the sole discretion of the Corporation; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Performance Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares Stock is unknown and cannot be predicted with certainty. In addition, except for the rights and benefits expressly provided herein, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit proceeds the Performance Units in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 3 contracts

Samples: Performance Unit Award Agreement (Engility Holdings, Inc.), Performance Retention Award Agreement (Engility Holdings, Inc.), Performance Unit Award Agreement (Science Applications International Corp)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Agreement and accepting the grant of the Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time onetime benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractvalue.

Appears in 3 contracts

Samples: Letter Agreement (HouseValues, Inc.), Letter Agreement (HouseValues, Inc.), Incentive Stock Option Letter Agreement (HouseValues, Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units PSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units PSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsPSUs, or benefits in lieu of restricted unitsPSUs; (c) all determinations with respect to future grants of restricted unitsPSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units PSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units PSUs 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the PSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit PSU proceeds in consequence of the termination of the Participant’s employment Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 3 contracts

Samples: Performance Share Unit Agreement (Pinnacle Foods Inc.), Performance Share Unit Agreement (Pinnacle Foods Inc.), Performance Share Unit Agreement (Pinnacle Foods Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Stock Units contemplated hereunder, the Participant expressly acknowledges that that: (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Stock Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted stock units, or benefits in lieu of restricted stock units; (c) all determinations with respect to future grants of restricted stock units, if any, including the grant date, the number of Shares granted and the restricted period, will be at the sole discretion of the CorporationCompany or Committee; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Stock Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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, or end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments, and the Participant waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted stock unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract. For the avoidance of doubt, this Section 24 does not limit any contractual rights that the Participant may have pursuant to any other written agreement the Participant has previously entered into with the Company.

Appears in 3 contracts

Samples: Restricted Stock Unit Agreement (Serena Software Inc), Restricted Stock Unit Agreement (Serena Software Inc), Restricted Stock Unit Agreement (Serena Software 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement; (h) that the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition; and (i) that if the underlying Shares do not increase in value, the Participant understands, acknowledges and agrees that the Participant Option will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractvalue.

Appears in 3 contracts

Samples: Stock Option Agreement (Telegen Corp /Co/), Stock Option Agreement (Jones Soda Co), Stock Option 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractvalue.

Appears in 3 contracts

Samples: Stock Option Letter Agreement (HouseValues, Inc.), Incentive Stock Option Letter Agreement (HouseValues, Inc.), Stock Option Letter Agreement (HouseValues, Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting entering into this Grant Agreement and accepting the grant of the Restricted Units contemplated hereunderGrant evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units Grant is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsSARs, options, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants, including, but not limited to, the times when grants of restricted units, if any, including the grant datewill be made, the number of Shares granted shares subject to each grant, the xxxxx xxxxx, and the restricted periodtime or times when each grant will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Grant is an extraordinary item of compensation that is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units are that the Grant 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 the Participant waives any claim on such basis; and (g) that the vesting of the Grant ceases upon your Termination of Service for any reason except as may otherwise be explicitly provided in the Plan or this Grant Agreement or otherwise permitted by the Committee; (h) that the future value of the Shares underlying Shares the Grant is unknown and cannot be predicted with certainty. In addition; and (i) that if the Shares underlying the Grant do not increase in value, the Participant understands, acknowledges and agrees that the Participant Grant will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractvalue.

Appears in 2 contracts

Samples: Grant Agreement (Weyerhaeuser Co), Grant Agreement (Weyerhaeuser 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly Optionee acknowledges that that: (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the ParticipantOptionee’s participation in the Plan is voluntary; (e) the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the ParticipantOptionee’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units are 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 the Participant waives any claim on such basis; and (g) the vesting of the Option ceases upon termination of employment or service relationship with the Company or its Subsidiary for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Committee; (h) the future value of the underlying Shares shares is unknown and cannot be predicted with certainty. In addition; and (i) if the underlying shares do not increase in value, the Participant understands, acknowledges and agrees that the Participant Option will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractvalue.

Appears in 2 contracts

Samples: Nonqualified Stock Option Agreement (Egl Inc), Nonqualified Stock Option Agreement (Egl Inc)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Stock Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Stock Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsStock Units, or benefits in lieu of restricted unitsStock Units; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Stock Units granted and the restricted periodvesting dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Stock Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units 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 the Participant waives you waive any claim on such basis; (f) 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 Paragraph 6 (Return of Share Value) above are designed to protect the Company and its stockholders from Conduct Detrimental to the Company; (g) 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; (h) the future value of the underlying Shares Stock Units is unknown and cannot be predicted with certainty. In addition; and (i) you understand, the Participant understands, acknowledges acknowledge and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Stock Units or Shares in consequence of the termination of the Participant’s employment 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 this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted 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 restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares, even if Performance Shares have been granted in the past; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) 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 Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares, and the income from and value of same, 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, holiday pay, pension or retirement benefits or similar payments, and the Participant waives any claim on such basis, and for the avoidance of doubt, the Performance Shares will not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

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

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Stock contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units Stock is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRestricted Stock, or benefits in lieu of restricted unitsRestricted Stock; (c) all determinations with respect to future grants of restricted unitsRestricted Stock, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Stock is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Restricted Stock 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the Restricted Stock shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Restricted Stock proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Hilton Grand Vacations Inc.), Restricted Stock 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 Restricted Units contemplated hereunderStock, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units Stock is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRestricted Stock, or benefits in lieu of restricted unitsRestricted Stock; (c) all determinations with respect to future grants of restricted unitsRestricted Stock, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Stock is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Restricted Stock 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the Restricted Stock shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Restricted Stock proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Agreement (Hilton Worldwide Holdings Inc.), Restricted Stock Agreement (Hilton Worldwide Holdings Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units Performance Shares is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the Performance Shares shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of the Participant’s employment Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Performance Restricted Share Agreement (Pinnacle Foods Inc.), Performance Restricted Share Agreement (Pinnacle Foods Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment Employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Pinnacle Foods Inc.), Restricted Stock Unit Agreement (Pinnacle Foods Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Units Shares is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRestricted Shares, or benefits in lieu of restricted unitsRestricted Shares; (c) all determinations with respect to future grants of restricted unitsRestricted Shares, if any, including the grant date, the number of Shares granted and the restricted period, will be at the sole discretion of the Corporation; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Restricted Shares 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Restricted Share proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Agreement (L3 Technologies, Inc.), Restricted Stock Agreement (L3 Technologies, Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Award contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units the Award is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsAwards, or benefits in lieu of restricted unitsAwards, even if Awards have been granted in the past; (c) all determinations with respect to future grants of restricted unitsAwards, if any, including the grant date, the number of Shares LTIP Units granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany and the Operating Partnership; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Award is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Awards, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the Award shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares LTIP Units is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Award proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Outperformance Award Agreement (Invitation Homes Inc.), Notice and Outperformance Award Agreement (Invitation Homes Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Hilton Grand Vacations Inc.), Restricted Stock Unit 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional, and does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs, even if RSUs have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Hilton Worldwide Holdings Inc.), Restricted Stock Unit Agreement (Hilton Worldwide Holdings 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs, even if RSUs have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment services contract, if any, and nothing can or must automatically be inferred from such employment services contract or its consequences; (f) grants of restricted units RSUs, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment Service for any reason whatsoever and whether or not in breach of contract.

Appears in 2 contracts

Samples: Restricted Stock Unit Agreement (Invitation Homes Inc.), Restricted Stock Unit Agreement (Invitation Homes Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted units, or benefits in lieu of restricted units; (c) all determinations with respect to future grants of restricted units, if any, including the grant date, the number of Shares granted and the restricted period, will be at the sole discretion of the Corporation; (d) the Participant’s 's participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s 's employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s 's employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Plan Restricted Stock Unit Agreement (L 3 Communications 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the underlying Option Shares is unknown and cannot be predicted with certainty. In addition; (i) that if the underlying Option Shares do not increase in value, the Participant understands, acknowledges and agrees that the Participant Option will have no rights value; and (j) that, in accepting this Option, you are agreeing to compensation or damages related commit 100 percent of your professional time and efforts to restricted unit proceeds in consequence of your employment with the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contractCompany.

Appears in 1 contract

Samples: Mimvi (Mimvi, 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.undersigned. Very truly yours, Corillian Corporation By Its

Appears in 1 contract

Samples: Corillian Corp

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRestricted Stock Units, or benefits in lieu of restricted unitsRestricted Stock Units, even if Restricted Stock Units have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRestricted Stock Units, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntaryvoluntary and not a condition of employment, and the Participant may decline to accept the RSUs without adverse consequences to the Participant’s continued employment relationship with the Company Group; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs, and the income from and value of same, 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, holiday pay, pension or retirement benefits or similar payments, and the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs will not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.undersigned. Very truly yours, CORILLIAN CORPORATION By Its

Appears in 1 contract

Samples: Employment Agreement (Corillian Corp)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and 6 may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Hilton Worldwide Holdings Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsUnits, or benefits in lieu of restricted unitsUnits; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Units granted and the restricted periodSettlement Dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units 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 the Participant waives you waive any claim on such basis; (f) vesting of Units ceases upon the termination of your services for any reason except as may otherwise be explicitly provided in the Plan document or in this Agreement; and (g) the future value of the underlying Shares Units is unknown and cannot be predicted with certainty. In addition, the Participant understandsyou understand, acknowledges acknowledge, and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Units or Shares in consequence of the termination of the Participant’s employment your services for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Deferred 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 Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) except as otherwise provided for in the Participant’s employment agreement with a member of the Company Group, the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) except as otherwise provided for in the Participant’s employment agreement with a member of the Company Group, all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) except as otherwise provided for in the Participant’s employment agreement with a member of the Company Group, the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of [intentionally omitted]; (f) except as otherwise provided for in the Participant’s employment contractagreement with a member of the Company Group, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, except as otherwise provided for in the Participant’s employment agreement with a member of the Company Group, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Park Hotels & Resorts Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units RSUs is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment Service for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Pinnacle Foods Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units contemplated hereunderevidenced hereby, the Participant you expressly acknowledges acknowledge that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsUnits, or benefits in lieu of restricted unitsUnits; (c) all determinations with respect to future grants of restricted unitsgrants, if any, including the grant date, the number of Shares Units granted and the restricted periodvesting dates, will be at the sole discretion of the CorporationCompany; (d) the Participant’s your participation in the Plan is voluntary; (e) the value of the Restricted Units is an extraordinary item of compensation that is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Units 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 the Participant waives 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 (gi) the future value of the underlying Shares Units is unknown and cannot be predicted with certainty. In addition, the Participant understandsyou understand, acknowledges acknowledge and agrees agree that the Participant you will have no rights to compensation or damages related to restricted unit proceeds Units or Shares in consequence of the termination of the Participant’s employment 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 this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRestricted Stock Units, or benefits in lieu of restricted unitsRestricted Stock Units, even if Restricted Stock Units have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRestricted Stock Units, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntaryvoluntary and not a condition of employment, and the Participant may decline to accept the RSUs without adverse consequences to the Participant’s continued employment relationship with the Company Group; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs, and the income from and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs will not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Hilton Worldwide Holdings Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs, even if RSUs have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant date, the number Exhibit 10.41 of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units RSUs, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Omnibus Incentive Plan (Invitation Homes Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted 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 restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares, even if Performance Shares have been granted in the past; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the Performance Shares shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s 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)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted 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 restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares, even if Performance Shares have been granted in the past; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) 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 Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares, and the income from and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the Performance Shares will not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of 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 this Agreement and the grant of the Restricted Units RSUs contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted Units RSUs is a one-time benefit that exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of restricted unitsRSUs, or benefits in lieu of restricted unitsRSUs, even if RSUs have been granted in the past; (c) all determinations with respect to future grants of restricted unitsRSUs, if any, including the grant datedate of grant, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment services contract, if any, and nothing can or must automatically be inferred from such employment services contract or its consequences; (f) grants of restricted units RSUs, and the income and value of same, 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 the Participant waives any claim on such basis, and for the avoidance of doubt, the RSUs shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit RSU proceeds in consequence of the termination of the Participant’s employment Service for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Chewy, Inc.)

Limitation on Rights; No Right to Future Grants; Extraordinary Item of Compensation. By accepting this Agreement and the grant of the Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation at any time; (b) the grant of Restricted Units Performance Shares is a one-time benefit that does not create any contractual or other right to receive future grants of restricted unitsperformance shares, or benefits in lieu of restricted unitsperformance shares; (c) all determinations with respect to future grants of restricted unitsperformance shares, if any, including the grant date, the number of Shares shares of Stock granted and the restricted period, will be at the sole discretion of the Corporation; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units performance shares 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares Stock is unknown and cannot be predicted with certainty. In addition, except for the rights and benefits expressly provided herein, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit proceeds the Performance Shares in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Performance Share Award Agreement (Engility 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 Restricted Units contemplated hereunderOption evidenced hereby, the Participant expressly acknowledges that you acknowledge: (a) that the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) that the grant of Restricted Units the Option is a one-time benefit that which does not create any contractual or other right to receive future grants of restricted unitsoptions, or benefits in lieu of restricted unitsoptions; (c) that all determinations with respect to any such future grants of restricted unitsgrants, if anyincluding, including but not limited to, the grant datetimes when options will be granted, the number of Shares granted shares subject to each option, the option price, and the restricted periodtime or times when each option will be exercisable, will be at the sole discretion of the CorporationCompany; (d) the Participant’s that your participation in the Plan is voluntary; (e) that the value of the Restricted Units Option is an extraordinary item of compensation that which is outside the scope of the Participant’s your employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) that the vesting of the Option ceases upon termination of employment or service relationship with the Company for any reason except as may otherwise be explicitly provided in the Plan or this Agreement or otherwise permitted by the Plan Administrator; (h) that the future value of the 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, the Participant understands, acknowledges and agrees that the Participant Option will have no rights value. Please execute the following Acceptance and Acknowledgment and return it to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s 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 Restricted Units Performance Shares contemplated hereunder, the Participant expressly acknowledges that (a) the Plan is established voluntarily by the Company, it is discretionary in nature and may be suspended or terminated by the Corporation Company at any time, to the extent permitted by the Plan; (b) the grant of Restricted 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 restricted unitsPerformance Shares, or benefits in lieu of restricted unitsPerformance Shares, even if Performance Shares have been granted in the past; (c) all determinations with respect to future grants of restricted unitsPerformance Shares, if any, including the grant date, the number of Shares granted and the restricted periodapplicable vesting terms, will be at the sole discretion of the CorporationCompany; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Units Performance Shares is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted units Performance Shares and the income and value of same, 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 the Participant waives any claim on such basis, and, for the avoidance of doubt, the Performance Shares shall not constitute an “acquired right” under the applicable law of any jurisdiction; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit Performance Share proceeds in consequence of the termination of 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 this Agreement and the grant of the Restricted Stock Units contemplated hereunder, the Participant expressly acknowledges that that: (a) the Plan is discretionary in nature and may be suspended or terminated by the Corporation Company at any time; (b) the grant of Restricted Stock Units is a one-time benefit that does not create any contractual or other right to receive future grants of restricted stock units, or benefits in lieu of restricted stock units; (c) all determinations with respect to future grants of restricted stock units, if any, including the grant date, the number of Shares granted and the restricted period, will be at the sole discretion of the CorporationCompany or Committee; (d) the Participant’s participation in the Plan is voluntary; (e) the value of the Restricted Stock Units is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract, if any, and nothing can or must automatically be inferred from such employment contract or its consequences; (f) grants of restricted 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 the Participant waives any claim on such basis; and (g) the future value of the underlying Shares is unknown and cannot be predicted with certainty. In addition, the Participant understands, acknowledges and agrees that the Participant will have no rights to compensation or damages related to restricted unit proceeds in consequence of the termination of the Participant’s employment for any reason whatsoever and whether or not in breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Affinia Group Intermediate Holdings Inc.)

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