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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/15/18 Tidewater Inc 10-KT 12/31/17 177:43M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-KT Annual-Transition Report HTML 2.93M
2: EX-10.11 Material Contract HTML 49K
3: EX-10.31 Material Contract HTML 288K
4: EX-10.32 Material Contract HTML 168K
5: EX-10.34 Material Contract HTML 75K
6: EX-10.35 Material Contract HTML 82K
7: EX-10.36 Material Contract HTML 65K
8: EX-21 Subsidiaries List HTML 72K
9: EX-23 Consent of Experts or Counsel HTML 47K
10: EX-31.1 Certification -- §302 - SOA'02 HTML 55K
11: EX-31.2 Certification -- §302 - SOA'02 HTML 55K
12: EX-32.1 Certification -- §906 - SOA'02 HTML 52K
19: R1 Document and Entity Information HTML 77K
20: R2 Consolidated Balance Sheets HTML 151K
21: R3 Consolidated Balance Sheets (Parenthetical) HTML 60K
22: R4 Consolidated Statements of Earnings (Loss) HTML 141K
23: R5 Consolidated Statements of Comprehensive Loss HTML 70K
24: R6 Consolidated Statements of Comprehensive Loss HTML 62K
(Parenthetical)
25: R7 Consolidated Statements of Equity HTML 80K
26: R8 Consolidated Statements of Cash Flows HTML 170K
27: R9 Nature of Operations and Summary of Significant HTML 243K
Accounting Policies
28: R10 Chapter 11 Proceedings and Emergence HTML 63K
29: R11 Fresh-Start Accounting HTML 582K
30: R12 Reorganization Items HTML 84K
31: R13 Investment in Unconsolidated Companies HTML 81K
32: R14 Income Taxes HTML 469K
33: R15 Indebtedness HTML 398K
34: R16 Employee Retirement Plans HTML 1.45M
35: R17 Other Current Assets, Other Assets, Accrued HTML 215K
Expenses, Other Current Liabilities and Other
Liabilities and Deferred Credits
36: R18 Stock-Based Compensation and Incentive Plans HTML 745K
37: R19 Stockholders' Equity HTML 288K
38: R20 Earnings Per Share HTML 122K
39: R21 Sale/Leaseback Arrangements HTML 54K
40: R22 Commitments and Contingencies HTML 93K
41: R23 Fair Value Measurements and Disclosures HTML 104K
42: R24 Gain on Disposition of Assets, Net HTML 86K
43: R25 Segment Information, Geographical Data and Major HTML 625K
Customers
44: R26 Quarterly Financial Data HTML 264K
45: R27 Asset Impairments HTML 102K
46: R28 Transition Period Comparative Data HTML 121K
47: R29 Subsequent Events HTML 58K
48: R30 Valuation and Qualifying Accounts HTML 119K
49: R31 Nature of Operations and Summary of Significant HTML 310K
Accounting Policies (Policies)
50: R32 Nature of Operations and Summary of Significant HTML 182K
Accounting Policies (Tables)
51: R33 Fresh-Start Accounting (Tables) HTML 578K
52: R34 Reorganization Items (Tables) HTML 83K
53: R35 Investment in Unconsolidated Companies (Tables) HTML 79K
54: R36 Income Taxes (Tables) HTML 464K
55: R37 Indebtedness (Tables) HTML 383K
56: R38 Employee Retirement Plans (Tables) HTML 1.46M
57: R39 Other Current Assets, Other Assets, Accrued HTML 220K
Expenses, Other Current Liabilities and Other
Liabilities and Deferred Credits (Tables)
58: R40 Stock-Based Compensation and Incentive Plans HTML 749K
(Tables)
59: R41 Stockholders' Equity (Tables) HTML 295K
60: R42 Earnings Per Share (Tables) HTML 122K
61: R43 Fair Value Measurements and Disclosures (Tables) HTML 96K
62: R44 Gain on Disposition of Assets, Net (Tables) HTML 81K
63: R45 Segment Information, Geographical Data and Major HTML 627K
Customers (Tables)
64: R46 Quarterly Financial Data (Tables) HTML 263K
65: R47 Asset Impairments (Tables) HTML 93K
66: R48 Transition Period Comparative Data (Tables) HTML 120K
67: R49 Nature of Operations and Summary of Significant HTML 71K
Accounting Policies - Additional Information
(Detail)
68: R50 Summaries of Net Properties and Equipment (Detail) HTML 84K
69: R51 Summaries of Net Properties and Equipment HTML 52K
(Parenthetical) (Detail)
70: R52 Schedule of Accrued Property and Liability Losses HTML 53K
(Detail)
71: R53 Chapter 11 Proceedings and Emergence - Additional HTML 101K
Information (Detail)
72: R54 Fresh-Start Accounting - Additional Information HTML 64K
(Detail)
73: R55 Reconciliation of Enterprise Value to Estimated HTML 63K
Fair Value of Successor's Common Stock (Detail)
74: R56 Reconciliation of Enterprise Value to its HTML 60K
Reorganization Value (Detail)
75: R57 Summary of Consolidated Balance Sheet (Detail) HTML 270K
76: R58 Summary of Consolidated Balance Sheet HTML 247K
(Parenthetical) (Detail)
77: R59 Summary of Components Included in Reorganization HTML 61K
Items (Detail)
78: R60 Investment in Unconsolidated Companies - HTML 63K
Additional Information (Detail)
79: R61 Investment in Unconsolidated Companies (Detail) HTML 62K
80: R62 Schedule of Earning Before Income Taxes Derived HTML 58K
from United States and Non-U.S Operation (Detail)
81: R63 Schedule of Income Tax Expense (Benefit) (Detail) HTML 86K
82: R64 Income Taxes - Additional Information (Detail) HTML 101K
83: R65 Schedule of Tax Rate Applicable to Pre-Tax HTML 87K
Earning, U.S. Federal Statutory Rate (Detail)
84: R66 Schedule of Effective Tax Rate Applicable to HTML 53K
Pre-Tax Earnings (Detail)
85: R67 Schedule of Deferred Tax Assets and Deferred Tax HTML 93K
Liabilities (Detail)
86: R68 Schedule of Tax Credit Carry-Forwards (Detail) HTML 50K
87: R69 Schedule of Uncertain Tax Positions and Income Tax HTML 54K
Payable (Detail)
88: R70 Schedule of Unrecognized Tax Benefits Which Would HTML 52K
Lower Effective Tax Rate if Realized (Detail)
89: R71 Schedule of Reconciliation of Unrecognized Tax HTML 63K
Benefits (Detail)
90: R72 Summary Debt Outstanding Based On Stated HTML 129K
Maturities (Detail)
91: R73 Summary Debt Outstanding Based On Stated HTML 106K
Maturities (Parenthetical) (Detail)
92: R74 Indebtedness - Additional Information (Detail) HTML 89K
93: R75 Indebtedness - Senior Debt Notes - Additional HTML 138K
Information (Detail)
94: R76 Schedule of Aggregate Amount of Senior Unsecured HTML 79K
Notes Outstanding (Detail)
95: R77 Summary of Norwegian Kroner (NOK) Denominated HTML 65K
Borrowings Outstanding (Detail)
96: R78 Summary of Norwegian Kroner (NOK) Denominated HTML 57K
Borrowings Outstanding (Parenthetical) (Detail)
97: R79 Indebtedness - Bank Loan Agreement - Additional HTML 73K
Information (Detail)
98: R80 Debt Costs (Detail) HTML 57K
99: R81 Employee Retirement Plans - Additional Information HTML 164K
(Detail)
100: R82 Schedule of Carrying Value of Trust Assets and HTML 55K
Obligations Under Supplemental Plan (Detail)
101: R83 Schedule of Unrealized (Loss) Gains in Carrying HTML 53K
Value of Trust Assets (Detail)
102: R84 Summary of Minimum And Maximum Rate of Return of HTML 62K
Plan Assets (Detail)
103: R85 Schedule of Minimum and Maximum Market Value of HTML 63K
Plan Assets (Detail)
104: R86 Schedule of Asset Allocation (Detail) HTML 76K
105: R87 Schedule of Fair Value Assets and Liabilities HTML 187K
Measured on Recurring Basis (Detail)
106: R88 Change in Plan Assets and Obligations (Detail) HTML 152K
107: R89 Schedule of Projected and Accumulated Benefit HTML 54K
Obligation (Detail)
108: R90 Schedule of Accumulated Benefit Obligation in HTML 57K
Excess of Plan Assets (Detail)
109: R91 Schedule of Net Periodic Benefit Cost (Detail) HTML 73K
110: R92 Schedule of Net Periodic Benefit Cost for HTML 64K
Postretirement Health Care and Life Insurance Plan
(Detail)
111: R93 Schedule of Other Changes in Plan Assets and HTML 79K
Benefit Obligation Recognized (Detail)
112: R94 Schedule of Amounts Recognized in Accumulated HTML 59K
Other Comprehensive Income (Detail)
113: R95 Schedule of Expected Amounts of Net Periodic HTML 53K
Benefit Costs (Detail)
114: R96 Schedule of Assumptions, Net Benefit Obligation HTML 59K
(Detail)
115: R97 Schedule of Assumptions, Net Periodic Benefit HTML 62K
Costs (Detail)
116: R98 Schedule of Expected Benefit Payments (Detail) HTML 67K
117: R99 Assumed Health Care Cost Trend Rates (Detail) HTML 58K
118: R100 One-Percentage Rate Change in Assumed Health Care HTML 57K
Cost Trend Rates and Its Effects on Accumulated
Postretirement Benefit Obligation (Detail)
119: R101 Number of Tidewater Common Stock Shares, Series A HTML 61K
Warrants and Series B Warrants Held by Plan
(Detail)
120: R102 Amounts Charged to Expense Related to Defined HTML 55K
Contribution Plans (Detail)
121: R103 Amounts Changed to Expense Related to Continue HTML 53K
Plans (Detail)
122: R104 Schedule of Other Current Assets (Detail) HTML 64K
123: R105 Schedule of Other Current Assets (Parenthetical) HTML 55K
(Detail)
124: R106 Schedule of Other Assets (Detail) HTML 68K
125: R107 Schedule of Accrued Expenses (Detail) HTML 69K
126: R108 Schedule of Accrued Expenses (Parenthetical) HTML 65K
(Detail)
127: R109 Schedule of Other Current Liabilities (Detail) HTML 63K
128: R110 Schedule of Other Liabilities and Deferred Credits HTML 63K
(Detail)
129: R111 Schedule of Common Stock Shares Reserved for HTML 55K
Issuance and Shares Available for Grant (Detail)
130: R112 Stock-Based Compensation and Incentive Plans - HTML 143K
Additional Information (Detail)
131: R113 Fair Value and Assumptions Used For Stock Options HTML 60K
Issued (Detail)
132: R114 Summary of Stock Option Activity (Detail) HTML 62K
133: R115 Additional Information Regarding Stock Options HTML 58K
(Detail)
134: R116 Schedule of Stock Option Compensation Expense HTML 56K
(Detail)
135: R117 Summary of Restricted Stock Activity (Detail) HTML 83K
136: R118 Schedule of Restricted Stock Unit Compensation HTML 58K
Expense And Grant Date Fair Value (Detail)
137: R119 Summary of Phantom Stock Activity (Detail) HTML 105K
138: R120 Summary of Phantom Stock Activity (Parenthetical) HTML 58K
(Detail)
139: R121 Schedule of Phantom Stock Compensation Expense And HTML 58K
Grant Date Fair Value (Detail)
140: R122 Summary of Cash-Based Performance Plan Unit HTML 64K
Activity (Detail)
141: R123 Schedule of Restricted Stock Compensation Expense HTML 52K
and Grant Date Fair Value (Detail)
142: R124 Summary of Deferred Stock Unit Activity (Detail) HTML 60K
143: R125 Schedule of Deferred Stock Unit Compensation HTML 52K
Expense (Detail)
144: R126 Schedule of Deferred Cash Award Expense (Detail) HTML 53K
145: R127 Schedule of Authorized And Issued Common Stock And HTML 62K
Preferred Stock (Detail)
146: R128 Stockholders' Equity - Additional Information HTML 60K
(Detail)
147: R129 Changes in Accumulated Other Comprehensive Income HTML 90K
(Loss) by Component, Net of Tax (Detail)
148: R130 Reclassifications from Accumulated Other HTML 84K
Comprehensive Income (Loss) to Consolidated
Statement of Income (Detail)
149: R131 Components of Basic and Diluted Earnings Per Share HTML 88K
(Detail)
150: R132 Components of Basic and Diluted Earnings Per Share HTML 53K
(Parenthetical) (Detail)
151: R133 Sale/ Leaseback Arrangements - Additional HTML 72K
Information (Detail)
152: R134 Commitments and Contingencies - Additional HTML 81K
Information (Detail)
153: R135 Commitments and Contingencies (Sonatide Joint HTML 103K
Venture) - Additional Information (Detail)
154: R136 Commitments and Contingencies (Brazilian Customs) HTML 60K
- Additional Information (Detail)
155: R137 Commitment and Contingencies (Repairs to U.S. HTML 49K
Flagged Vessels Operating Abroad) - Additional
Information (Detail)
156: R138 Commitment and Contingencies (Arbitral Award for HTML 62K
the Taking of the Company's Venezuelan Operations)
- Additional Information (Detail)
157: R139 Fair Value Measurements and Disclosures - HTML 60K
Additional Information (Detail)
158: R140 Schedule of Fair Value Other Financial Instruments HTML 61K
Measured (Detail)
159: R141 Schedule of Gain on Disposition of Assets (Detail) HTML 58K
160: R142 Gain on Disposition of Assets, Net - Additional HTML 75K
Information (Detail)
161: R143 Segment Information, Geographical Data and Major HTML 49K
Customers - Additional Information (Detail)
162: R144 Segment Information, Geographical Data and Major HTML 251K
Customers (Detail)
163: R145 Segment Information, Geographical Data and Major HTML 66K
Customers (Parenthetical) (Detail)
164: R146 Schedule of Segment Reporting Information, Revenue HTML 117K
by Vessel Class (Detail)
165: R147 Disclosure of Accounted Total Revenues Percentage HTML 64K
(Detail)
166: R148 Selected Financial Information (Detail) HTML 81K
167: R149 Selected Financial Information (Parenthetical) HTML 67K
(Detail)
168: R150 Asset Impairments - Additional Information HTML 79K
(Detail)
169: R151 Summary of Vessels and ROVs Impaired, Amount of HTML 65K
Impairment Incurred and Combined Fair Value of
Assets after Impairment Charges (Detail)
170: R152 Summary of Vessels and ROVs Impaired, Amount of HTML 63K
Impairment Incurred and Combined Fair Value of
Assets after Impairment Charges (Parenthetical)
(Detail)
171: R153 Schedule of Financial Information (Detail) HTML 102K
172: R154 Subsequent Events - Additional Information HTML 95K
(Detail)
173: R155 Valuation and Qualifying Accounts (Detail) HTML 60K
174: R156 Valuation and Qualifying Accounts (Parenthetical) HTML 52K
(Detail)
176: XML IDEA XML File -- Filing Summary XML 335K
175: EXCEL IDEA Workbook of Financial Reports XLSX 236K
13: EX-101.INS XBRL Instance -- tdw-20171231 XML 13.86M
15: EX-101.CAL XBRL Calculations -- tdw-20171231_cal XML 478K
16: EX-101.DEF XBRL Definitions -- tdw-20171231_def XML 2.43M
17: EX-101.LAB XBRL Labels -- tdw-20171231_lab XML 3.01M
18: EX-101.PRE XBRL Presentations -- tdw-20171231_pre XML 2.92M
14: EX-101.SCH XBRL Schema -- tdw-20171231 XSD 555K
177: ZIP XBRL Zipped Folder -- 0001564590-18-005788-xbrl Zip 581K
Exhibit 10.36
INCENTIVE AGREEMENT
FOR THE GRANT OF RESTRICTED STOCK UNITS
UNDER THE
TIDEWATER INC. 2017 STOCK INCENTIVE PLAN
THIS AGREEMENT is entered into as of October 16, 2017 (the “Date of Grant”) by and between Tidewater Inc., a Delaware corporation (“Tidewater” and, together with its subsidiaries, the “Company”), and Larry T. Rigdon (the “Employee”). Capitalized terms used, but not defined, in this Agreement have the respective meanings provided in the Tidewater Inc. 2017 Stock Incentive Plan (the “Plan”).
WHEREAS, the Employee has been appointed to serve as President and Chief Executive Officer of Tidewater on an interim basis, and Employee and Tidewater have entered into an employment agreement, dated as of the Date of Grant (the “Employment Agreement”), which provides that the Employee will receive an additional incentive in the form of time-based restricted stock units payable in common stock of Tidewater, $0.001 par value per share (the “Common Stock”), in accordance with the Plan.
NOW, THEREFORE, in consideration of these premises and the mutual promises and covenants contained in this Agreement, it is agreed by and between the parties as follows:
I.
Restricted Stock Units
1.1Restricted Stock Units. Effective on the Date of Grant, Tidewater hereby grants to the Employee under the Plan the total number of restricted stock units (the “RSUs”) specified on the Term Sheet, subject to the terms, conditions, and restrictions set forth in the Plan and in this Agreement.
1.2Award Restrictions. The RSUs may not be sold, transferred, pledged, assigned or otherwise alienated or hypothecated, whether voluntarily or involuntarily. The Employee shall have no rights, including, but not limited to, voting and dividend rights, in the shares of Common Stock underlying the RSUs unless and until such shares are issued to the Employee, or as otherwise provided in the Plan or this Agreement.
1.3Vesting Terms.
(a)Upon vesting under the terms and conditions of the Plan and this Agreement, each RSU represents the right to receive from Tidewater one share of Common Stock, free of any restrictions, and any amounts, securities, and property notionally credited to the Employee’s Account (as defined in Section 2.1) with respect to such RSU.
(b)The RSUs shall vest in four equal installments on each of January 16, April 16, July 16, and October 16 of 2018, provided that, except as provided in Section 1.4, the Employee remains employed by the Company on the applicable vesting date.
{N3495756.2}
1
1.4Effect of Termination of Employment or Change of Control.
(a)If, prior to full vesting under Section 1.3, the Employee’s employment as President and CEO is terminated by the Company without “Cause” (as provided and defined in the Employment Agreement), then all unvested RSUs shall immediately vest on the last day of the Employee’s employment.
(b)Except as otherwise expressly provided in this Section 1.4 or as otherwise determined by the Committee in its sole discretion, termination of employment shall result in forfeiture of all unvested RSUs.
(c)In the event of a Change of Control as provided in the Plan, all RSUs shall immediately vest and pay out in shares of Common Stock at the closing of the Change of Control, provided that such event qualifies as a “change of control event” under Section 409A of the Code.
II.
Dividend Equivalents and the Issuance of Shares Upon Vesting
2.1Restricted Stock Unit Account and Dividend Equivalents. Tidewater shall maintain an account (the “Account”) on its books in the name of the Employee. Such Account shall reflect the number of RSUs awarded to the Employee, as such number may be adjusted under the terms of the Plan and this Agreement, as well as any additional RSUs, cash, or other securities or property credited as a result of dividend equivalents, administered as follows:
(a)The Account shall be for recordkeeping purposes only, and no assets or other amounts shall be set aside from Tidewater’s general assets with respect to such Account.
(b)If Tidewater declares a cash dividend or distributes any other securities or property to stockholders between the Date of Grant and the date the RSUs vest and pay out under this Agreement, the Employee shall be entitled to any cash that would have been received as a dividend had the Employee’s outstanding RSUs been shares of Common Stock as of the record date with respect to which such cash dividend is to paid. Tidewater shall pay any such dividend equivalents currently to the Employee.
(c)If dividends are declared and paid in the form of shares of Common Stock rather than cash, then the Employee’s Account will be credited with one additional RSU for each share of Common Stock that would have been received as a dividend had the Employee’s outstanding RSUs been shares of Common Stock on such date. Such additional RSUs credited shall vest or be forfeited at the same time and on the same terms as the RSUs to which they relate.
2.2Issuance of Shares of Common Stock. As soon as practicable following the date any RSUs vest under this Agreement, but no later than 30 days after such date, the number of shares of Common Stock to which the Employee is entitled under this Agreement shall be transferred to the Employee or his or her nominee via book entry free of restrictions or, upon the Employee’s request, Tidewater shall cause a stock certificate to be issued in the name of the Employee or his or her nominee. Upon issuance of such shares, the Employee is free to hold or
{N3495756.2}2
dispose of such shares, subject to applicable securities laws and any internal Company policy then in effect and applicable to the Employee, such as Tidewater’s Policy Statement on Insider Trading and Executive Stock Ownership Guidelines.
III.
Recovery Right of Tidewater
Tidewater has the right to recover any RSUs or shares of Common Stock issued under the Plan to the Employee, if (a) the grant, vesting, or value of such awards was based on the achievement of financial results that were subsequently the subject of a restatement; (b) the Employee is subject to Tidewater’s Executive Compensation Recovery Policy; (c) the Employee engaged in intentional misconduct that caused or partially caused the need for the restatement; and (d) the effect of the restatement was to decrease the financial results such that such grant would not have been earned or would have had a lesser value. The Employee accepts the RSUs and shares of Common Stock subject to such recovery rights of Tidewater and in the event Tidewater exercises such rights, the Employee shall promptly return the RSUs or shares of Common Stock to Tidewater upon demand. If the Employee no longer holds the RSUs or shares of Common Stock at the time of demand by Tidewater, the Employee shall pay to Tidewater, without interest, all cash, securities, or other assets received by the Employee upon the sale or transfer of such shares. Tidewater may, if it chooses, effect such recovery by withholding from other amounts due to the Employee by the Company.
IV.
Withholding Taxes
Notwithstanding Section 13(b) of the Plan, if the Employee is subject to Section 16 of the 1934 Act, the Committee may not disapprove of the Employee’s right to make an Election with respect to the RSUs as provided in Section 13(a) of the Plan. At any time that the Employee is required to pay to the Company an amount required to be withheld under the applicable income tax laws in connection with the vesting and payout of the RSUs, unless the Employee has previously provided the Company with payment of all applicable withholding taxes, Tidewater shall withhold, from the shares of Common Stock to be issued upon the vesting of the RSUs, shares with a value equal to the maximum statutory amount required to be withheld. As provided in the Plan, the value of the shares to be withheld shall be based on the Fair Market Value of the Common Stock on the Tax Date.
V.
No Contract of Employment Intended
Nothing in this Agreement shall confer upon the Employee any right to continue in the employment of the Company, or to interfere in any way with the right of the Company to terminate the Employee’s employment relationship with the Company at any time.
VI.
Binding Effect
This Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective heirs, executors, administrators, and successors.
{N3495756.2}3
VII.
Amendment, Modification or Termination
The Committee may amend, modify, or terminate any RSUs at any time prior to vesting in any manner not inconsistent with the terms of the Plan. Notwithstanding the foregoing, no amendment, modification, or termination may materially impair the rights of an Employee hereunder without the consent of the Employee.
VIII.
Inconsistent Provisions
The RSUs granted hereby are subject to the provisions of the Plan, as in effect on the date hereof and as it may be amended. In the event any provision of this Agreement (including the Term Sheet) conflicts with such a provision of the Plan, the Plan provision shall control. The Employee acknowledges that a copy of the Plan was distributed to the Employee and that the Employee was advised to review such Plan prior to entering into this Agreement. The Employee waives the right to claim that the provisions of the Plan are not binding upon the Employee and the Employee’s heirs, executors, administrators, legal representatives, and successors.
IX.
Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Louisiana.
X.
Severability
If any term or provision of this Agreement, or the application thereof to any person or circumstance, shall at any time or to any extent be invalid, illegal or unenforceable in any respect as written, the Employee and Tidewater intend for any court construing this Agreement to modify or limit such provision so as to render it valid and enforceable to the fullest extent allowed by law. Any such provision that is not susceptible of such reformation shall be ignored so as to not affect any other term or provision hereof, and the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid, illegal or unenforceable, shall not be affected thereby and each term and provision of this Agreement shall be valid and enforced to the fullest extent permitted by law.
XI.
Electronic Delivery and Execution of Documents
11.1The Company may, in its sole discretion, deliver any documents related to the Employee’s current or future participation in the Plan or any other equity compensation plan of the Company by electronic means or request Employee’s consent to the terms of an award by electronic means. Such documents may include the plan, any grant notice, this Agreement, the plan prospectus, and any reports of Tidewater provided generally to Tidewater’s stockholders. In addition, the Employee may deliver any grant notice or award agreement to the Company or to such third party involved in administering the applicable plan as the Company may designate
{N3495756.2}4
from time to time. By accepting the terms of this Agreement, the Employee also hereby consents to participate in such plans and to execute agreements setting the terms of participation through an on-line or electronic system established and maintained by the Company or a third party designated by the Company.
11.2The Employee acknowledges that the Employee has read Section 11.1 of this Agreement and consents to the electronic delivery and electronic execution of plan documents as described in Section 11.1. The Employee acknowledges that he or she may receive from the Company a paper copy of any documents delivered electronically at no cost to the Employee by contacting the Company by telephone or in writing.
XII.
Entire Agreement; Modification
The Plan and this Agreement (including the Term Sheet) constitute the entire agreement between the parties with respect to the subject matter contained herein. This Agreement may not be modified without the approval of the Committee and the Employee, except as provided in the Plan, as it may be amended from time to time in the manner provided therein, or in this Agreement, as it may be amended from time to time. Any oral or written agreements, representations, warranties, written inducements, or other communications with respect to the subject matter contained herein made prior to the execution of this Agreement shall be void and ineffective for all purposes.
* * * * * * * * * * * * *
By clicking the “Accept” button, the Employee represents that he or she is familiar with the terms and provisions of the Plan, and hereby accepts this Agreement subject to all of the terms and provisions thereof. The Employee has reviewed the Plan, this Agreement, and the prospectus in their entirety and fully understands all provisions of this Agreement. The Employee agrees to accept as binding, conclusive, and final all decisions or interpretations of the Committee upon any questions arising under the Plan or this Agreement.
PLEASE PRINT AND KEEP A COPY FOR YOUR RECORDS
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| This ‘10-KT’ Filing | Date | Other Filings | ||
|---|---|---|---|---|
 | ||||
| Filed on: | 3/15/18 | 8-K | ||
| For Period end: | 12/31/17 | |||
| 10/16/17 | 4 | |||
| List all Filings | ||||