Example ContractsClausesAward Terms
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Award Terms. Each Other Stock-Based Award shall be expressed in terms of shares or units or an equivalent measurement based on shares, as determined by the Committee. If the value of an Other Stock-Based Award will be based on the appreciation of shares from an initial value determined as of the date of grant, then such initial value shall not be less than the Fair Market Value of a share on the date of grant of such Other Stock-Based Award.

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.

Terms of Performance Award. The Performance Award entitles you, subject to [Section 4] and the other terms and conditions of this Agreement, to receive # a cash payment equal to one-third of eighty percent of the Target Amount (the “Threshold Amount”) on each Vesting Date (each, an “Annual Payment”) and # an additional cash amount, payable on the Third Vesting Date equal to # the excess, if any, of the percentage of the Target Amount indicated below corresponding to the actual achievement of the performance goals set forth below (the “Performance Goals”) during the Performance Period over # the sum of the Annual Payments. The additional amount payable shall be interpolated for performance between the specified levels and the sum of the Annual Payments shall not be less than eighty percent of the Target Amount. The Performance Goals and corresponding percentages of the Target Amount are the following:

Terms of Option Award. If Actual Option Shares are earned under [Section 2], the Option Award will be made in the form of the Stock Option Agreement attached as [Exhibit A]. The per share purchase price of the Actual Option Shares will equal one hundred percent (100%) of the fair market value of a share of Common Stock on the grant date, which shall be the Business Day immediately following the determination of the Actual Option Shares (the "Grant Date"). The term of the Option Award would expire on the tenth (10th) anniversary of the Grant Date, and the right to exercise the option to purchase the Actual Option Shares would vest at the rate of one-third (1/3rd) of the total Actual Option Shares on the first, second and third anniversary, respectively, of the Grant Date. The Option Award would be a Nonqualified Stock Option (as defined in the Plan).

Acceptance of Award Terms and Conditions. A Participant has until the end of the one hundred twenty (120) day period beginning from the Grant Date of this Award to accept this Award Agreement. If the Participant does not accept this Award Agreement on or before the end of such one hundred twenty (120) day period then the grant of the Award, as set forth in [Section 1], shall not be binding on and shall be voidable by the Corporation, in which case it shall have no further force or effect.

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Adjustment to Amount or Terms of Award. The Board shall have sole discretion to adjust the amount of the Equity Retainer to be paid in the form of RSUs and the terms of any such RSU Award. Except as the Board may otherwise determine, any increase or decrease in an Eligible Director’s Annual Retainer during a period with respect to which such Eligible Director has already been granted an RSU Award shall be implemented by increasing or decreasing the cash portion of such Eligible Director’s annual retainer.

Award Agreement. Each Award shall be evidenced by an Award Agreement stating the terms and conditions applicable to such Award, consistent with the requirements of the Plan and any applicable Program.

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Condemnation Award. If the Premises is wholly or partially condemned, the Landlord will be entitled to the entire award paid for the condemnation, and the Tenant waives any claim to any part of the award from the Landlord or the condemning authority.

Maximum Award. Anything in these Award Terms to the contrary notwithstanding, the Final Award shall be reduced to the extent necessary to reflect that the value of the Final Award may not exceed four times the Target Share, valued as of the Grant Date.

In furtherance of the purpose of this Plan and consistent with the expectations of Participants in their day-to-day job duties, to be considered for a discretionary incentive under this Plan, the Participant is expected to meet the following Award Qualifiers:

Performance Award. Performance Award means the incentive compensation awarded and payable to an Eligible Employee pursuant to [Section 3.1] for a Performance Period.

Stock Award. Subject to the approval of the Board, you will be issued a stock award consisting of 95,480 shares of the Company’s Common Stock (the “Stock Award”) (this amount is equal to approximately 0.95% of the Company’s fully-diluted equity as of the date of issuance, assuming the purchase of an aggregate of in the Company’s Series Seed Preferred Stock by BridgeBio at a purchase price of per share) at a purchase price per share equal to 100% of the fair market value of the Company’s Common Stock on the issuance date, as determined by the Board or the Compensation Committee, which determination and issuance dates shall occur as promptly as practicable following your acceptance of this offer. The shares issued under the Stock Award will be subject to the terms and conditions applicable to awards granted under the Eidos Therapeutics, Inc. 2016 Equity Incentive Plan (the “Plan”), as described in the Plan and the applicable stock award agreement, copies of which have been provided to you. The shares issued under the Stock Award will be fully vested upon issuance; provided, that in the event of any termination of your continuous service relationship with the Company, the Company shall have the option to repurchase the shares issued under the Stock Award at the fair market value of such shares on the date of repurchase (as determined under the Plan) (the “Repurchase Right”); provided, however, that the Repurchase Right shall lapse as to 25% of the shares after 12 months of your continuous service for the Company, commencing as of , and the Repurchase Right shall lapse as to the remaining 75% of the shares in equal monthly installments over the next 36 months of your continuous service for the Company, as described in the applicable stock award agreement.

RSU Award. The Company makes this Award of [Number] RSUs to the Grantee on the date noted above (the "Grant Date"). These RSUs are subject to forfeiture and to limits on transferability until they vest, as provided in [[Sections 2, 3 and 4]4]4]]4] of this Agreement and in [Article VI] of the Plan.

Award Agreements. Each Award granted under the Plan shall be evidenced by a written Award agreement. Each such agreement shall be subject to and incorporate, by reference or otherwise, the applicable terms and conditions of the Plan, and any other terms and conditions, not inconsistent with the Plan, as may be imposed by the Committee, including without limitation, provisions related to the consequences of termination of employment. A copy of such agreement shall be provided to the Participant, and the Committee may, but need not, require that the Participant sign (or otherwise acknowledge receipt of) a copy of the agreement or a copy of a notice of grant. Each Participant may be required, as a condition to receiving an Award under this Plan, to enter into an agreement with the Company containing such non-compete, confidentiality, and/or non-solicitation provisions as the Committee may adopt and approve from time to time. The provisions of any such agreement may also be included in, or incorporated by reference in, the written Award agreement.

Retention Award. Subject to the terms of this Agreement, Executive will receive a one-time retention award of restricted stock with a grant date fair value of (the “Retention Award”), which will vest and become unrestricted 20% per year on each of the first through the fifth anniversaries of the Closing, subject to Executive’s continued employment with the Company through each applicable vesting date, unless earlier vested upon a qualifying termination event provided for in [[Sections 5.2, 5.3, or 5.4]4]4]]4]4]. Executive acknowledges and agrees that the Retention Award will be granted in lieu of any cash severance amounts that Executive would have been entitled to receive upon any qualifying termination of employment under that certain Change in Control Agreement entered into by and between Executive and Flagstar effective as of (the “Flagstar Change in Control Agreement”), and any other severance plans or programs of Flagstar or the Company, and Executive hereby expressly waives all rights to any payments and/or benefits under the Flagstar Change in Control Agreement, and any other such plans or programs. For the avoidance of doubt, the Executive will not be eligible for, and will not receive, any payments or benefits under any otherwise applicable severance plans or programs of, the Company unless expressly provided for following the date of the Closing or as otherwise mutually agreed between the Parties.

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