This excerpt taken from the EYE 10-K filed Mar 3, 2008.
EMPLOYEE RESTRICTED UNIT GRANTSTYLE="margin-top:12px;margin-bottom:0px" ALIGN="center">TERMS AND CONDITIONS
SIZE="2">As of April 2007
Pursuant to the terms of the 2004 Stock Incentive Plan (the
To accept this offer, you should
2. Basic Terms.
FACE="Times New Roman" SIZE="2">(a) Restricted Stock Units. AMO hereby offers to grant to you the number of Restricted Stock Units set forth in the Grant Summary (the RSUs).STYLE="margin-top:12px;margin-bottom:0px; margin-left:4%; text-indent:4%">(b) Price. You are not required to pay any purchase price for the Restricted Stock Units. STYLE="margin-top:12px;margin-bottom:0px; margin-left:4%; text-indent:4%">(c) Form of Payment. Except as otherwise provided by the Plan, each RSU granted hereunder shall represent the right to receive one
share of Common Stock upon the vesting of such RSU.
3. Restrictions on the RSUs. Any RSUs received by you pursuant to this
(a) The RSUs may not be sold, assigned, transferred, pledged,
(b) The RSUs shall vest and become payable in accordance with the vesting schedule set
(c) If your employment with the Company is terminated for any reason other than Job
SIZE="2">(d) If your employment with the Company is terminated because of your death or Total Disability, all of your RSUs shall be come fully vested and payable upon such termination of employment.STYLE="margin-top:12px;margin-bottom:0px; margin-left:4%; text-indent:4%">(e) If your employment with the Company is terminated due to Job Elimination, you shall become vested in your RSUs in an amount equal to
the difference between (i) the number of RSUs awarded multiplied by a fraction, the numerator of which is the number of full calendar months from the date of grant until your last day of employment and the denominator of which is the total
number of months of the vesting schedule pursuant to the original award and (ii) any RSUs that vested prior to the date of termination of employment. Any remaining unvested RSUs shall expire. STYLE="margin-top:12px;margin-bottom:0px; margin-left:4%; text-indent:4%">(f) In the event of a Change in Control, your RSUs shall become fully vested and payable as of the date of such Change in Control.
4. Voting and Other Rights. You shall have no rights of a stockholder of the Company until shares of Common Stock are issued upon
5. Expiration of the Restricted Term. Upon the vesting of your RSUs as provided in Section 3 above, the
reference, and is intended, and shall be interpreted in a manner, to comply therewith. Any provision hereof which is inconsistent with the Plan shall be superseded by and governed by this Agreement. STYLE="margin-top:12px;margin-bottom:0px; text-indent:4%">7. No Rights to Continuation of Employment. Nothing in the Plan or this Agreement shall confer upon you any right to continue in the employ of the
Company or any subsidiary thereof or shall interfere with or restrict the right of the Company or its stockholders (or of a subsidiary or its stockholders, as the case may be) to terminate your employment any time for any reason whatsoever, with or
8. Governing Law. This Agreement shall be governed by, interpreted under, and construed and
representatives, transferees, assignees and successors in interest, and upon the Company and its successors and assignees.
FACE="Times New Roman" SIZE="2">11. Necessary Acts. You hereby agree to perform all acts, and to execute and deliver any documents that may be reasonably necessary to carry out the provisions of this Agreement, including but not limited to
12. Invalid Provisions. If any
FACE="Times New Roman" SIZE="2">13. Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be sufficient in all respects only if delivered in person or sent via certified mail, postage
14. Entire Agreement. This Agreement and the Plan contain the entire agreement and understanding
15. Headings. Headings are used solely for the convenience of the parties and
16. Counterparts. This Agreement
SIZE="2">17. Amendment. No amendment or modification hereof shall be valid unless it shall be in writing and signed by all parties hereto.