Seller agrees to be bound by and to comply with all terms set forth herein and in the purchase order, to which these terms are attached and are expressly incorporated by reference (collectively, the Order), including any amendments, supplements, specifications and other documents referred to in this Order. Acknowledgement of this Order, including without limitation, by beginning performance of the work called for by this Order, shall be deemed acceptance of this Order. The terms set forth in this Order take precedence over any alternative terms in any other document connected with this transaction unless such alternative terms are: i) part of a written supply agreement (Supply Agreement), which has been negotiated between the parties and which the parties have expressly agreed may override these terms in the event of a conflict and/or ii) set forth on the face of the Order to which these terms are attached. In the event these terms are part of a written Supply Agreement between the parties, the term Order used herein shall mean any purchase order issued under the Supply Agreement. This Order does not constitute an acceptance by Buyer of any offer to sell, any quotation, or any proposal. Reference in this Order to any such offer to sell, quotation or proposal shall in no way constitute a modification of any of the terms of this Order. ANY ATTEMPTED ACKNOWLEDGMENT OF THIS ORDER CONTAINING TERMS INCONSISTENT WITH OR IN ADDITION TO THE TERMS OF THIS ORDER IS NOT BINDING UNLESS SPECIFICALLY ACCEPTED BY BUYER IN WRITING.
Restricted Unit Award - Terms and Conditions. Under and subject to the provisions of the Harris Corporation 2015 Equity Incentive Plan (as may be amended from time to time, the “Plan”) and upon the terms and conditions set forth herein (these “Terms and Conditions”), Harris Corporation (the “Corporation”) has granted to the employee receiving these Terms and Conditions (the “Employee”) a Restricted Unit Award (the “Award”) of such number of restricted units as set forth in the Award Notice (as defined below) from the Corporation to the Employee (such units, as may be adjusted in accordance with Section 1(c) of these Terms and Conditions, the “Restricted Units”). At all times, each Restricted Unit shall be equal in value to one share of common stock, $1.00 par value per share (the “Common Stock”), of the Corporation (a “Share”). Such Award, which is intended to be a Qualified Performance Based Award, is subject to the following Terms and Conditions (these Terms and Conditions, together with the Corporation’s letter or notice to the Employee specifying the Restricted Units subject to the Award, the Restriction Period, the form of payment of the Award and certain other terms (the “Award Notice”) and the Statement of Performance Goals (as defined below) related thereto, are referred to as the “Agreement”).
By acceptance of this co-investment plan award, Participant agrees to all the terms and conditions hereof:
Accept your Award by clicking on “Accept”. In relation to your award acceptance, attached below for your review and incorporated into this Award Agreement are the Terms and Conditions.
Awards. The Company, subject to the limitations of the Plan, shall provide the Executive the following Awards subject to the conditions set forth in the Plan, the Award Agreement Acceptance Certificate (the “Acceptance Certificate”), and the Terms & Conditions set forth herein.
Key Award Terms As of the Award Date, some of the key terms of the award to the Participant under this Award Agreement are set forth below
Terms of Award. The following terms used in this Agreement shall have the meanings set forth in this paragraph 1:
Miscellaneous Award Terms. After the Distribution Date, Adjusted Awards, regardless of by whom held, shall be settled by , and Awards, regardless of by whom held, shall be settled by ; provided, however, that shall be, if applicable, responsible for any dividend equivalent payments with respect to Adjusted RSAs and Adjusted RSUs and RSAs and RSUs held by Employees or Former Employees, and shall be, if applicable, responsible for any dividend equivalent payments with respect to Adjusted RSAs and Adjusted RSUs and RSAs and RSUs held by Employees or Former Employees. Except as otherwise provided in this Agreement (such as in [Section 3.2(d)] or [Section 4.3]), with respect to awards adjusted pursuant to this Section 3.2, # employment with the Group shall be treated as employment with the Group with respect to Awards held by Employees, and # employment with the Group shall be treated as employment with the Group with respect to Adjusted Awards held by Employees. In addition, none of the Separation, the Distribution, or any employment transfer described in Section 2.1 shall constitute a termination of employment for any Employee for purposes of any Award or any Adjusted Award. Following the Distribution Date, any reference to a “change in control,” “change of control” or similar definition in an award agreement, employment agreement or Legacy Equity Plan # with respect to Adjusted Awards, shall be deemed to refer to a “change in control,” “change of control” or similar definition as set forth in the award agreement, employment agreement or Legacy Equity Plan applicable to such award (a “ Change of Control”), and # with respect to Awards, shall be deemed to refer to a “Change in Control” as defined in the Equity Plan (a “ Change of Control”). Without limiting the foregoing, with respect to provisions related to vesting of awards, a Change of Control shall be treated as a Change of Control for purposes of Awards held by Employees, and a Change of Control shall be treated as an Change of Control for purposes of Adjusted Awards held by Employees.
All awards under the LTIP require approval from the Compensation Committee and the acceptance by you of the terms and conditions of each award. All your rights and obligations with respect to any LTIP awards granted to you are subject to the terms and conditions of the LTIP as well as the terms and conditions of the applicable award agreements. In addition, LTIP awards require the acceptance by you of an agreement containing certain restrictive covenants such as non-solicitation, non-competition and non-disclosure commitments.
Terms and Conditions. This Addendum is subject to and made part of the FRSA #1 and the FRSA #2, including the Terms and Conditions which are referenced and incorporated therein.
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