XXXXXXX COMPANY. By: ____________________________________ Name: Title: The undersigned hereby acknowledges receipt of an executed original of this Agreement, together with a copy of the prospectus for the Plan, dated ________, summarizing key provisions of the Plan, and accepts the award of the Deferred Stock Units granted hereunder on the terms and conditions set forth herein and in the Plan. Date: ______________________ Grantee:
XXXXXXX COMPANY. By: /s/ Xxxxxxx X. Xxxxxx Xxxxxxx X. Xxxxxx, President and Chief Executive Officer SCRIPPS NETWORKS INTERACTIVE, INC. By: /s/ Xxxxxx X. XxXxxxxx Xxxxxx X. XxXxxxxx, Executive Vice President and Chief Financial Officer
XXXXXXX COMPANY. By: --------------------------------- Name: ------------------------------- Title: ------------------------------
XXXXXXX COMPANY. Xxxxxxx began his career with the Chesapeake and Potomac Telephone Company, which later became Verizon, Washington, D.C., as a business office manager. He held positions of increasing responsibility in Operations, Human Resources, Marketing, Public Affairs, and Government Relations, before assuming responsibility in 2000 for Verizon’s public policy initiatives in Maryland, as president. Subsequently in 2007, he was named region president of Verizon Maryland and the District of Columbia, overseeing all of the company’s operations in those areas. He retired in 2011, following 32 years of service. As of 2018, he is immediate past Chairman of the Board of Directors for MedStar Health, the largest not-for-profit healthcare system in Maryland and the Washington, D.C., region. Additionally, he has served as board chairman the Baltimore branch of the Federal Reserve Bank of Richmond.
XXXXXXX COMPANY. Executive’s Name (Please Print) By: Employee’s Signature (Date) Its: Date: Witness’s Name (Please Print) Witness’s Signature (Date)
XXXXXXX COMPANY. If at the Closing the Company shall fail to tender such Notes to each Purchaser as provided above in this Section 3, or any of the conditions specified in Section 4 shall not have been fulfilled to each Purchaser’s satisfaction, such Purchaser shall, at its election, be relieved of all further obligations under this Agreement, without thereby waiving any rights each such Purchaser may have by reason of such failure or such nonfulfillment.
XXXXXXX COMPANY. You are cordially invited to attend the Annual Meeting of the Stockholders of The X.X. Xxxxxxx Company (the "Company") which will be held at the Queen City Club, Cincinnati, Ohio, on Thursday, May 9, 1996 at 10:00 a.m., local time for the following purposes:
XXXXXXX COMPANY. By: ____________________________________ Name: Title: The undersigned hereby acknowledges receipt of an executed original of this Agreement, together with a copy of the prospectus for the Plan, dated __________, summarizing key provisions of the Plan, and accepts the award of the Performance Units granted hereunder on the terms and conditions set forth herein and in the Plan. Date: ______________________ Grantee: EXHIBIT A Management Objectives Performance Period Performance Units Earnings Per Share (“EPS”) Return on Invested Capital (“ROIC”) 5/1/20__- 4/30/20__ Threshold Level: 50% of Target LevelTarget Level: _____ (“Target Units”)Maximum Level: 200% of Target Level Threshold Level: _____Target Level: _____Maximum Level: _____ Threshold Level: _____Target Level: _____Maximum Level: _____ The Performance Units eligible to vest shall be determined 75% based upon the Company’s EPS and 25% based upon the Company’s ROIC. The total number of Performance Units eligible to vest in respect of the Performance Period shall be equal to the sum of (i) the number of EPS Qualified Shares plus (ii) the number of ROIC Qualified Shares (such number, the “Vesting Eligible Units”.) The Committee shall calculate the total number of Vesting Eligible Units no later than March 5th of the year following the end of the Performance Period (the date on which the Committee makes the actual determination, the “Determination Date”). In the event of a Change in Control, the Committee shall equitably adjust the EPS and ROIC metrics and shall calculate the performance through the date of the Change in Control. Notwithstanding the foregoing, if the EPS is below the Threshold Level set forth above for the Performance Period, then the number of Vesting Eligible Units shall be zero. In no event shall the number of Vesting Eligible Units exceed 200% of the Target Units.
XXXXXXX COMPANY. By: --------------------------------
XXXXXXX COMPANY. The Rights are not exercisable prior to the occurrence of certain events specified in the Rights Agreement. Under certain circumstances, as set forth in the Rights Agreement, such Rights may be redeemed, may be exchanged, may expire, may be amended, or may be evidenced by separate certificates and no longer be evidenced by this Certificate. The X. X. Xxxxxxx Company will mail to the holder of this Certificate a copy of the Rights Agreement, as in effect on the date of mailing, without charge promptly after receipt of a written request therefor. Under certain circumstances as set forth in the Rights Agreement, Rights that are or were beneficially owned by an Acquiring Person or any Affiliate or Associate of an Acquiring Person (as such terms are defined in the Rights Agreement) may become null and void.
