Grant Agreement Sample Contracts

Bloom Energy Corp – Grant Agreement by and Between the Delaware Economic Development Authority and Bloom Energy Corporation (June 12th, 2018)

THIS GRANT AGREEMENT (the Agreement) is made as of the 1st day of March, 2012 by and between The Delaware Economic Development Authority (the Authority), a body corporate and politic constituted as an instrumentality of the State of Delaware (the State) and Bloom Energy Corporation, a Delaware corporation (Grantee).

McDermott INTERNATIONAL, INC. Performance Unit Grant Agreement (June 6, 2018) (June 12th, 2018)

The Compensation Committee of the Board of Directors (the Committee) of McDermott International, Inc. (McDermott or the Company) has selected you to receive a grant of performance units (Performance Units) under the 2016 McDermott International, Inc. Long-Term Incentive Plan (the Plan) on June 6, 2018 (the Date of Grant). The provisions of the Plan are incorporated herein by reference.

You Have Been Granted a Performance Cash Award in the Amount Listed Above in Recognition of Your Expected Future Contributions to the Success of J. C. Penney Company, Inc. ("Company"). This Grant Is Subject to All the Terms, Rules, and Conditions of the J. C. Penney Corporation, Inc. Management Incentive Compensation Program, Effective January 29, 2017 (The "MIP"). Your Performance Cash Award Will Fully Vest on [VESTING DATE], at Which Time the Value of Your Performance Cash Award Will Be Distributed in Cash to Your Fidelity Account(r). In Order to Receive the Benefits Under This Performance C (May 30th, 2018)

This overview will provide you with basic information on how your Performance Cash Award works. If anything in this document conflicts with the terms of the MIP, the MIP will control. For purposes of this overview, "Employer" means the entity (J.C. Penney Corporation, Inc. (the "Corporation") or any Subsidiary) that employs you on the applicable date. Capitalized terms not defined in this overview will have the meaning prescribed to them in the MIP, unless the context clearly indicates to the contrary.

Varex Imaging Corp – VAREX IMAGING CORPORATION Grant Agreement - Deferred Stock Units (May 9th, 2018)

GRANT AGREEMENT made as of ____________, 20__ (the "Grant Date") between Varex Imaging Corporation, a Delaware corporation (the "Company"), and ____________ (the "Director").

RSU Grant Agreement/Stock (Festa) (May 9th, 2018)
nVent Electric plc – Nvent Electric Plc 2018 Omnibus Incentive Plan Grant Agreement- Restricted Stock Units (May 8th, 2018)

The Board of Directors of nVent Electric plc has awarded you the following grant under the nVent Electric plc 2018 Omnibus Incentive Plan (the "Plan").

Babcock & Wilcox Company – 2018 Restricted Stock Units Grant Agreement (May 4th, 2018)

By accepting your grant online through the Schwab Equity Award Center, you agree that these incentives are granted under and governed by the terms and conditions of the 2010 Long-Term Incentive Plan of BWX Technologies, Inc. (as amended and restated to date, the "Plan"), and this 2018 Restricted Stock Units Grant Agreement, which is included in the online acceptance process. A copy of the Plan and the Prospectus relating to the stock issued under the Plan can be found at http://equityawardcenter.schwab.com under the "At a Glance/My Company Info" tab in your Schwab account. The Plan and Prospectus are incorporated by reference and made a part of the terms and conditions of your award. If you would like to receive a copy of either the Plan or Prospectus, please contact ______________ at _______________.

Babcock & Wilcox Company – 2018 Performance Restricted Stock Units Grant Agreement (May 4th, 2018)

By accepting your grant online through the Schwab Equity Award Center, you agree that these incentives are granted under and governed by the terms and conditions of the 2010 Long-Term Incentive Plan of BWX Technologies, Inc. (as amended and restated to date, the "Plan"), and this 2018 Performance Restricted Stock Units Grant Agreement, which is included in the online acceptance process. A copy of the Plan and the Prospectus relating to the stock issued under the Plan can be found at http://equityawardcenter.schwab.com under the "At a Glance/My Company Info" tab in your Schwab account. The Plan and Prospectus are incorporated by reference and made a part of the terms and conditions of your award. If you would like to receive a copy of either the Plan or Prospectus, please contact ______________ at ______________.

Cancellation, Reallocation and Grant Agreement (May 3rd, 2018)

This Cancellation, Reallocation and Grant Agreement dated March 28, 2018 and effective as of February 16, 2018 (as amended, modified, supplemented or restated from time to time, this Agreement), reflects certain agreements of Och-Ziff Capital Management Group LLC (the Company), Och-Ziff Holding Corporation, as the general partner of OZ Management LP (OZM) and OZ Advisors LP (OZA), Och-Ziff Holding LLC (together with Och-Ziff Holding Corporation, collectively, the General Partners), as the general partner of OZ Advisors II LP (OZAII and, together with OZM and OZA, the Partnerships), Daniel S. Och (the Limited Partner) and his Related Trusts named on the signature pages of this Agreement (the Och Trusts). Capitalized terms used and not otherwise defined herein shall have the meanings ascribed to them in each of the limited partnership agreements of the Partnerships dated as of March 1, 2017 (as amended, modified, supplemented or restated from time to time, the Limited Partnership Agreeme

Cigna Corporation Cigna Long-Term Incentive Plan: Strategic Performance Share Grant Agreement (May 3rd, 2018)

Cigna Corporation (Cigna) has granted you the number of strategic performance shares set forth below in this Strategic Performance Share Grant Agreement (Strategic Performance Share Grant or Grant) under the Cigna Long-Term Incentive Plan (Plan). The date of your Strategic Performance Share Grant (Grant Date) is also indicated below. The award is subject to the provisions of the Plan and the Terms and Conditions below.

Grant Agreement (May 2nd, 2018)

TORCHMARK CORPORATION, a corporation organized and existing under the laws of the state of Delaware (the "Company"), does hereby grant and give unto ___________________ (the "Optionee"), the following non-qualified stock option (the "Option") upon the terms and conditions hereinafter set forth.

SAFEGUARD SCIENTIFICS, INC. Dividend Equivalent Grant Agreement (Employee) (April 10th, 2018)

This grant of dividend equivalents is made as part of the Performance Unit or Stock Unit grant, as applicable (the "Award(s)") awarded by Safeguard Scientifics, Inc., a Pennsylvania corporation (the "Company"), to the grantees as described below (the "Grantee(s)"). All capitalized terms used but not defined herein shall have the meanings as set forth in the Safeguard Scientifics, Inc. 2014 Equity Compensation Plan, as amended and restated March 5, 2014 (the "Plan").

Loral Space And Communications – GRANT AGREEMENT (Non-Qualified Share Options/Tandem SARs) (March 15th, 2018)

THIS AGREEMENT, made as of this the 25th day of August 2017 among Telesat Canada, formed as a result of an amalgamation of Telesat Holdings Inc., Telesat Interco Inc. and Telesat Canada on January 1, 2017 (the "Company"), Michel G. Cayouette (the "Participant"), and for the purposes of Sections 11, 12, 13, 15, 16 and 18 only, Loral Space & Communications Inc. ("Loral"), and for the purposes of Sections 11, 12, and 13 only, the Public Sector Pension Investment Board ("PSP"), and only for the purposes of Sections 16, 17(b) and 21, 4440480 Canada Inc. (the "Special Purchaser", collectively with the Company, the Employer, the Participant, Loral and PSP, the "Parties").

Stoneridge, Inc. – Stoneridge, Inc. Directors' Restricted Shares Plan ______ Grant Agreement (March 7th, 2018)

Stoneridge, Inc., an Ohio corporation (the "Company"), pursuant to the terms and conditions hereof, hereby grants to GRANTEE NAME ( the "Grantee") ________ Common Shares, without par value, of the Company (the "Restricted Shares").

Stoneridge, Inc. – Stoneridge, Inc. Long-Term Incentive Plan ____ Performance Shares Grant Agreement (March 7th, 2018)

Stoneridge, Inc., an Ohio corporation (the "Company"), pursuant to the terms and conditions hereof, hereby grants to ___________________ ("Grantee") the right to receive, depending on continued service and Company performance, ________ Common Shares (the "Target Award"), without par value, of the Company (the "Performance Shares"), subject to the terms and conditions of this Agreement (the "Agreement"). As set forth below, the grant of the Performance Shares is comprised of three separate mutually exclusive parts, Target Award I, Target Award II and Target Award III.

McDermott INTERNATIONAL, INC. Amended and Restated RSU Grant Agreement (Replacing Performance Unit Grant Agreement Dated [*], 2017) (March 7th, 2018)

On December 18, 2017, the Company, Chicago Bridge & Iron Company N.V. (CB&I) and certain of their affiliates executed a business combination agreement pursuant to which the Company and CB&I will combine through a series of transactions (the Combination). Pursuant to its authority under the Plan, the Committee (as defined in the Plan) has determined that subject to and effective as of the closing of the Combination, each Performance Unit granted under your Performance Unit Grant Agreement dated February 26, 2016 (the Original Agreement) will be converted into a time-based restricted stock unit (RSU) and the Original Agreement will be amended and restated as follows:

McDermott INTERNATIONAL, INC. Amended and Restated RSU Grant Agreement (Replacing Performance Unit Grant Agreement Dated [*], 2016) (March 7th, 2018)

On December 18, 2017, the Company, Chicago Bridge & Iron Company N.V. (CB&I) and certain of their affiliates executed a business combination agreement pursuant to which the Company and CB&I will combine through a series of transactions (the Combination). Pursuant to its authority under the Plan, the Committee (as defined in the Plan) has determined that subject to and effective as of the closing of the Combination, each Performance Unit granted under your Performance Unit Grant Agreement dated February 26, 2016 (the Original Agreement) will be converted into a time-based restricted stock unit (RSU) and the Original Agreement will be amended and restated as follows:

Grant Agreement (March 1st, 2018)

THIS GRANT AGREEMENT, as of the Grant Date set forth above between HP Inc., a Delaware corporation (the "Company"), and the Director named above, is entered into as follows:

GRANT AGREEMENT [For Use From November 1, 2017] (March 1st, 2018)

THIS PERFORMANCE-ADJUSTED RESTRICTED STOCK UNITS GRANT AGREEMENT (this "Grant Agreement"), as of the Grant Date noted above between HP Inc., a Delaware Corporation ("Company"), and the employee named above ("Employee"), is entered into as follows:

Grant Agreement (March 1st, 2018)

THIS GRANT AGREEMENT, as of the Grant Date set forth above between HP Inc., a Delaware corporation ("HP"), and the Director named above, is entered into as follows:

GRANT AGREEMENT [For Use From November 1, 2017] (March 1st, 2018)

THIS GRANT AGREEMENT, as of the Grant Date noted above between HP Inc., a Delaware Corporation ("Company"), and the employee named above ("Employee"), is entered into as follows:

VALEANT PHARMACEUTICALS INTERNATIONAL, INC. SHARE UNIT GRANT AGREEMENT (PERFORMANCE VESTING) (PERFORMANCE RESTRICTED SHARE UNITS) (2014 Omnibus Incentive Plan) (February 28th, 2018)

Valeant Pharmaceuticals International, Inc. (the "Company"), pursuant to Section 7(c)(v) of the Company's 2014 Omnibus Incentive Plan (including the Addendum thereto) (the "Plan"), hereby awards to you a Share Unit in the amount set forth below convertible into Common Shares in accordance with the terms set forth herein (the "Award"). This Award is subject to all of the terms and conditions as set forth herein (the "Agreement") and in the Plan, which is incorporated herein in its entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan. In the event of any conflict between the terms in the Agreement and the Plan, the terms of the Plan shall control. For avoidance of doubt, any terms contained in the Agreement but are not in the Plan shall not constitute a conflict and such terms in the Agreement shall control.

Deferred Stock Unit Grant Agreement (February 28th, 2018)

THIS DEFERRED STOCK UNIT GRANT AGREEMENT (the "Agreement"), made this ___ day of _______, ___ (the "Grant Date"), between Welltower Inc., a Delaware corporation (the "Corporation"), and __________ (the "Director").

Windstream Services, Llc – Windstream Services, Llc Grant Agreement (February 28th, 2018)

THIS GRANT AGREEMENT, as of the Grant Date noted above between Windstream Services, LLC, a Delaware limited liability company (the "Company") and wholly owned subsidiary of Windstream Holdings, Inc., a Delaware corporation ("Holdings"), and the employee named above (the "Employee"), is entered into as follows:

VALEANT PHARMACEUTICALS INTERNATIONAL, INC. FORM OF SHARE UNIT GRANT AGREEMENT (PERFORMANCE VESTING) (PERFORMANCE RESTRICTED SHARE UNITS) (2014 Omnibus Incentive Plan) (February 28th, 2018)

Valeant Pharmaceuticals International, Inc. (the "Company"), pursuant to Section 7(c)(v) of the Company's 2014 Omnibus Incentive Plan (including the Addendum thereto) (the "Plan"), hereby awards to you a Share Unit in the amount set forth below convertible into Common Shares in accordance with the terms set forth herein (the "Award"). This Award is subject to all of the terms and conditions as set forth herein (the "Agreement") and in the Plan, which is incorporated herein in its entirety. Capitalized terms not otherwise defined herein shall have the meanings set forth in the Plan. In the event of any conflict between the terms in the Agreement and the Plan, the terms of the Plan shall control. For avoidance of doubt, any terms contained in the Agreement but are not in the Plan shall not constitute a conflict and such terms in the Agreement shall control.

Ritchie Bros. Auctioneers Inc. – Grant Agreement Ritchie Bros. Auctioneers Incorporated Amended and Restated Employee Restricted Share Unit Plan (February 26th, 2018)

This Grant Agreement is made as of the date set out in Schedule A hereto and is made between the undersigned "Participant" (the "Participant"), being an employee of Ritchie Bros. Auctioneers Incorporated (the "Corporation") or a subsidiary of the Corporation (which employer is herein referred to as the "Employer") designated pursuant to the terms of the Amended and Restated Employee Restricted Share Unit Plan of the Corporation (which Plan, as the same may from time to time be modified, supplemented or amended and in effect is herein referred to as the "Plan"), and the Corporation. Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in the Plan.

Dcp Midstream Partners Lp – DCP Services, LLC 2008 Long-Term Incentive Plan Strategic Performance Unit Grant Agreement (February 26th, 2018)

Grant of Strategic Performance Units. DCP Services, LLC (the "Company") hereby grants to you Strategic Performance Units ("SPUs") allocated as ___ DCP units under the DCP Services, LLC 2008 Long-Term Incentive Plan (the "Plan") on the terms and conditions set forth herein. The number of SPUs has been determined based on the average closing price of the DCP common units during the last twenty trading days immediately prior to the Grant Date and includes a tandem Dividend Equivalent Right ("DER") grant with respect to each SPU. The Company will establish a DER bookkeeping account for you with respect to each SPU granted that shall be credited with an amount equal to the cash dividends, expressed in US dollars, made during the Performance Period with respect to the DCP common units. Unless otherwise defined herein, terms used, but not defined, in this Grant Agreement shall have the same meaning as set forth in the Plan.

Performance Share Unit Plan for Employees of Encana Corporation [Canadian Executive] 20* Psu Grant Agreement (February 26th, 2018)

This Grant Agreement including Schedules A and B hereto (collectively, this Agreement) is between you, an eligible employee of the Corporation or an Affiliate (Participant or You) and Encana Corporation or an Affiliate thereof (the Corporation).

Ritchie Bros. Auctioneers Inc. – Grant Agreement Ritchie Bros. Auctioneers Incorporated Amended and Restated Senior Executive Restricted Share Unit Plan (February 26th, 2018)

This Grant Agreement is made as of the date set out in Schedule A hereto and is made between the undersigned "Participant" (the "Participant"), being an employee of Ritchie Bros. Auctioneers Incorporated (the "Corporation") or a subsidiary of the Corporation (which employer is herein referred to as the "Employer") designated pursuant to the terms of the Amended and Restated Senior Executive Restricted Share Unit Plan of the Corporation (which Plan, as the same may from time to time be modified, supplemented or amended and in effect is herein referred to as the "Plan"), and the Corporation. Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in the Plan.

Ritchie Bros. Auctioneers Inc. – Grant Agreement Ritchie Bros. Auctioneers Incorporated Amended and Restated Senior Executive Restricted Share Unit Plan (February 26th, 2018)

This Grant Agreement is made as of the date set out in Schedule A hereto and is made between the undersigned "Participant" (the "Participant"), being an employee of Ritchie Bros. Auctioneers Incorporated (the "Corporation") or a subsidiary of the Corporation (which employer is herein referred to as the "Employer") designated pursuant to the terms of the Amended and Restated Senior Executive Restricted Share Unit Plan of the Corporation (which Plan, as the same may from time to time be modified, supplemented or amended and in effect is herein referred to as the "Plan"), and the Corporation. Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in the Plan.

Dcp Midstream Partners Lp – DCP Services, LLC 2008 Long-Term Incentive Plan Restricted Phantom Unit Grant Agreement (February 26th, 2018)

Grant of Restricted Phantom Units. DCP Services, LLC (the "Company") hereby grants to you Restricted Phantom Units ("RPUs") allocated as ___ DCP units under the DCP Services, LLC 2008 Long-Term Incentive Plan (the "Plan") on the terms and conditions set forth herein. The number of RPUs has been determined based on the average closing price of the DCP common units during the last twenty trading days immediately prior to the Grant Date and includes a tandem Dividend Equivalent Right ("DER") grant with respect to each RPU. The Company will establish a DER bookkeeping account for you with respect to each RPU granted that shall be credited with an amount equal to the cash dividends, expressed in US dollars, made during the Performance Period with respect to the DCP common units. Unless otherwise defined herein, terms used, but not defined, in this Grant Agreement shall have the same meaning as set forth in the Plan.

Performance Share Unit Plan for Employees of Encana Corporation [U.S. Executive] 20* Psu Grant Agreement (February 26th, 2018)

This Grant Agreement including Schedules A and B hereto (collectively, this Agreement) is between you, an eligible employee of the Corporation or an Affiliate (Participant or You) and Encana Corporation or an Affiliate thereof (the Corporation).

Resolute Energy Corp. – Resolute Energy Corporation Equity Incentive Grant Agreement (February 16th, 2018)

This Equity Incentive Grant Agreement (this "Agreement") between RESOLUTE ENERGY CORPORATION (the "Corporation") and [name] ("Participant") is dated as of February 13, 2018 (the "Date of Grant").

Targa Resources – Performance Share Unit Grant Agreement (February 16th, 2018)
Varex Imaging Corp – VAREX IMAGING CORPORATION Grant Agreement - Deferred Stock Units (December 13th, 2017)