Participant Representation. By signing this Award Agreement, the Participant agrees to execute, upon request, any further documents or instruments necessary or desirable in the sole determination of the Company to carry out the purposes or intent of the Restricted Stock Unit Agreement. The Participant acknowledges and agrees that the Participant has reviewed this Award Agreement and the Plan in its entirety, had an opportunity to obtain the advice of counsel prior to executing and accepting this Award Agreement, and fully understands all provisions of the Restricted Stock Unit Agreement. The Participant acknowledges that the Plan is intended to conform to the extent necessary with all provisions of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and any and all regulations and rules promulgated by the Securities and Exchange Commission thereunder, including, without limitation, the applicable exemptive conditions of Rule 16b-3. Notwithstanding anything herein to the contrary, the Plan shall be administered, and the Restricted Stock Units are granted and may be settled, only in such a manner as to conform to such laws, rules and regulations. To the extent permitted by applicable law, the Plan and this Award Agreement shall be deemed amended to the extent necessary to conform to such laws, rules and regulations. The Participant hereby acknowledges receipt or the right to receive a document providing the information required by Rule 428(b)(1) promulgated under the Securities Act, which includes the Plan prospectus. The Participant further agrees not to sell any shares of Stock acquired pursuant to this Restricted Stock Unit Agreement at a time when applicable laws, regulations or the Company’s or any applicable underwriter’s trading policies prohibit such sale.
Participant Representation. By signing this Award Agreement, the Participant agrees to execute, upon request, any further documents or instruments necessary or desirable in the sole determination of the Company to carry out the purposes or intent of the Restricted Stock Unit Agreement. The
Participant Representation. The Participant has no plan or intention to acquire any securities of the Company in addition to those Shares received hereunder, provided that acquisitions of the Company’s securities in any transactions on or after the Grant Date that are approved by the Company shall not be a breach of this representation. * * * * *
Participant Representation. Each Participant shall designate a primary voting representative and an alternate to serve as the contact person(s) on all matters related to the Regional Plan. The name of and contact information for the representative and alternate shall be provided to the YCPC in writing, as well as any subsequent changes.
Participant Representation. Participant represents and warrants to the Company that there are no restrictions, agreements or understandings whatsoever to which Participant is a party which would prevent or make unlawful Participant’s execution of this Appendix or Participant’s employment with the Company Group, which is or would be inconsistent or in conflict with this Appendix or Participant’s employment with the Company Group, or would prevent, limit or impair in any way the performance by Participant of the obligations hereunder or otherwise to the Company Group. In addition, Participant has disclosed to the Company all restraints, confidentiality commitments and other employment restrictions that Participant has with any other employer, person or entity. Participant covenants that in connection with Participant’s provision of services to the Company Group, Participant shall not breach any obligation (legal, statutory, contractual or otherwise) to any former employer or other person, including, but not limited to, obligations relating to confidentiality and proprietary rights.
Participant Representation. As a condition to settlement of any RSUs, the Company may require the Participant to make any representation and warranty to the Company as may be required by any applicable law or regulation. All RSUs shall be settled no later than thirty (30) days after the occurrence of the payment event set forth herein, subject to any deferral on payment required by Section 409A of the Internal Revenue Code or other applicable law.
Participant Representation. The Participant represents that this Agreement has been duly executed and delivered by the Participant and constitutes a legal, valid and binding agreement of the Participant, enforceable against the Participant in accordance with its terms.
Participant Representation. As a condition to the receipt of any shares of Stock hereunder, Company may require a representation from the Participant that the Stock is being acquired only for investment purposes and without any present intention to sell or distribute such shares. MANY OF THE PROVISIONS OF THIS AWARD AGREEMENT ARE SUMMARIES OF SIMILAR PERTINENT PROVISIONS OF THE PLAN. TO THE EXTENT THIS AGREEMENT IS SILENT ON AN ISSUE OR THERE IS A CONFLICT BETWEEN THE PLAN AND THIS AGREEMENT, THE PLAN PROVISIONS SHALL CONTROL.
Participant Representation. Participant has reviewed this Notice and the Award Agreement in their entirety, has had an opportunity to consult with Participant’s own legal and tax advisers, and acknowledges and agrees that Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents or affiliates. Participant represents to the Company that Participant is familiar with the terms of this Notice and the Award Agreement, and accepts the SARs subject to all of its terms. Participant agrees that all questions of interpretation and administration relating to this Notice and the Award Agreement shall be solely resolved by the Committee in its good faith discretion. PARTICIPANT: ADAMIS PHARMACEUTICALS CORPORATION CASH-SETTLED STOCK APPRECIATION RIGHTS AWARD AGREEMENT Subject to the terms and conditions of the Notice of Stock Appreciation Rights Award (the “Notice”) and this Adamis Pharmaceuticals Corporation Cash-Settled Stock Appreciation Rights Award Agreement (together with the Notice, the “Award Agreement”), Adamis Pharmaceuticals Corporation (the “Company”) has granted to the individual set forth in the Notice (“Participant” or “you”) stock appreciation rights (the “SARs”) in the Company, as a matter of separate agreement and not in lieu of salary or other compensation for services. Unless otherwise specifically indicated, all terms used in this Award Agreement shall have the meanings as defined herein or as defined in the Notice.
Participant Representation. The Participant expressly acknowledges that the Participant has not been induced to enter into this Agreement by the expectation of employment or continued employment with the Company or an Affiliate.
