Agreement Subject to the Plan. This Agreement is subject to the provisions of the Plan and shall be interpreted in accordance therewith. In the event that the
Subject to Plan. This Award is subject to the terms and conditions of the Plan, but the terms of the Plan shall not be considered an enlargement of any benefits under this Agreement. In addition, this Award is subject to the rules and regulations promulgated pursuant to the Plan, now or hereafter in effect. A copy of the Plan will be furnished upon request of the Participant. In the event that any provision of the Agreement conflicts with or is inconsistent in any respect with the terms of the Plan, the terms of the Plan shall control.
Option Subject to Plan. By entering into this Agreement, the Participant agrees and acknowledges that the Participant has received and read a copy of the Plan. The Option is subject to the Plan. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.
RSUs Subject to Plan. By entering into this Agreement, the Participant agrees and acknowledges that the Participant has received and read a copy of the Plan. All RSUs are subject to the Plan. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the applicable terms and provisions of the Plan will govern and prevail.
Subject to adjustment as provided in this [Section 3], the aggregate number of shares of Stock which may be delivered under the Plan shall not exceed 12,000,000 shares.
The maximum number of Shares that may be issued under the Plan is 1,250,000 Shares, subject to adjustment pursuant to the provisions of Paragraph 10. If an Option terminates without having been exercised in whole or part, other Options may be granted covering the Shares as to which the Option was not exercised. Notwithstanding anything to the contrary contained in the Plan, the aggregate number of Shares issued to an Optionee on the exercise of Options granted under the Plan, or reserved for issuance to an Optionee on the exercise of Options granted under the Plan, may not exceed ten percent (10%) of the maximum number of Shares authorized to be issued on the exercise of Options under the Plan.
RSUs Subject to Plan/Stockholders Agreement/Sale Participation Agreement. By entering into this Agreement, the Participant agrees and acknowledges that the Participant has received and read a copy of the Plan and agrees that, unless otherwise determined by the Board, the Participant will continue to be bound by that certain Stockholders Agreement or Management Stockholders Agreement, as applicable (and as applicable, the Stockholders Agreement), and Sale Participation Agreement or Amended and Restated Sale Participation Agreement, as applicable (and as applicable, the Sale Participation Agreement), previously entered into between the Participant and the Company or its Affiliates and in each case as amended to and through the date hereof. All RSUs and Shares received in respect of RSUs are subject to the Plan, the Stockholders Agreement and the Sale Participation Agreement. The terms and provisions of the Plan, the Stockholders Agreement and the Sale Participation Agreement, each as may be amended from time to time, are hereby incorporated by reference. In the event of a conflict between any term or provision contained herein and a term or provision of the Plan, the Stockholders Agreement or the Sale Participation Agreement, the applicable terms of the Plan, the Stockholders Agreement or the Sale Participation Agreement will govern and prevail. In the event of a conflict between any term or provision contained in the Plan and any term or provision of the Stockholders Agreement or the Sale Participation Agreement, the applicable terms and provisions of the Stockholders Agreement or the Sale Participation Agreement will govern and prevail. In the event of a conflict between any term or provision contained in the Stockholders Agreement and any term or provision in the Sale Participation Agreement, the applicable terms and provisions of the Stockholders Agreement will govern and prevail.
During the Term of this Agreement, unless earlier terminated in accordance with the provisions contained herein below, the Distributor shall be the sole and exclusive representative in the Territory for distribution of the Products. The Territory shall be the only area in which the Distributor is entitled to promote sell, service and support the Products, and the Distributor acknowledges and agrees that the sale of Products by the Distributor must occur within the Territory. (By way of example, but not by way of limitation, if the Distributor sells Products for end use by a hotel that is physically located within the Territory, but the purchase order is issued from the hotel’s corporate office in Los Angeles, the sale shall be deemed to have occurred outside the Territory.) The Distributor shall be liable for all damages, losses and other liabilities incurred by the Manufacturer and/or the Manufacturer’s other distributors in the event the Distributor attempts to and/or actually promotes, sells, services, supports or otherwise markets the Products outside the Territory in any manner whatsoever. The Territory cannot be modified or altered in any way without the express written consent of the Manufacturer.
Unfunded Plan; Plan Not Subject to ERISA. The Plan is an unfunded plan and Participants shall have the status of unsecured creditors of the Company. The Plan is not intended to be subject to the Employee Retirement Income and Security Act of 1974, as amended.
Plan; LLC Agreement. This Option is granted subject to all of the terms and conditions of the Plan, and the Company’s limited liability company agreement, including the repurchase rights in favor of the Company set forth in [Section 6(a)(4)(B)] of the Plan, copies of which have been provided to the Optionee.
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