be used for any purchase for such Offering and the Participating Employee shall also receive an amount equal to the difference between the New Price and the Exercise Price times the number of shares so purchased for such Participating Employee.
The shares will be issued in the name of the employee or, upon such employee’s request, jointly in such employee’s name and that of a family member as specified on such employee’s Stock Purchase Registration form.
The Committee, in its discretion, may impose restrictions on the transferability of shares of Common Stock acquired pursuant to this Plan, and may cause to be placed on all stock certificates, or other evidences of ownership, legends or other indicators setting forth any such restrictions on transferability instructing the transfer agent to notify the Company of any transfer of such shares. Such restrictions, if any, shall apply uniformly to all Participating Employees with respect to any Offering.
9. Right to Cancel
At such time prior to the final payroll deduction to be made pursuant to any Offering as may be specified by the Administrator, a Participating Employee may cancel all or any part of such Participating Employee’s right to purchase by filing a notice of cancellation with the Company. Promptly after the Company’s receipt of such notice, the Participating Employee will receive the proportional amount withheld from such Participating Employee’s compensation in respect of that portion of such Participating Employee’s allotment which is canceled. Rights to purchase which have been canceled pursuant to this section may not be reinstated at a later date.
10. Termination of Employment
If a Participating Employee dies prior to such Participating Employee’s final payroll deduction for an Offering, all of such Participating Employee’s right to purchase shall be canceled and such Participating Employee’s legal representative shall receive as soon as practicable payment in cash of the entire amount which has been deducted under the Plan.
If a Participating Employee retires prior to such Participating Employee’s final payroll deduction for an Offering, such Participating Employee must decide at the time of such retirement in accordance with rules promulgated by the Administrator whether to have the amount which has been deducted as of such retirement (i) to be refunded to such Participating Employee or (ii) to be held by the Company and used on the Exercise Date to purchase the number of full shares of Common Stock such amount will purchase at the Exercise Price with the balance, if any, paid in cash to such retired employee.
If a Participating Employee’s employment is otherwise terminated, such Participating Employee’s only right will be to receive in cash the amount which has been deducted under the Plan.
A Participating Employee who remains an employee, but whose name is temporarily taken off the payroll because of leave of absence, temporary disability, temporary layoff, military service, or for service with another organization which is to the mutual benefit of the Company and the employee, may cancel such Participating Employee’s right to purchase and receive in cash the amounts accumulated to such Participating Employee’s credit, or suspend further contributions. In the event of suspension of contributions, if such Participating Employee returns to the payroll prior to the last payroll date before the Exercise Date, payroll deductions shall be resumed subject to the Participating Employee’s rights under Section 9 and to the extent an amount remains credited to such Participating Employee’s account on the Exercise Date, such amount shall be used to purchase the number of full shares of Common Stock such amount will purchase at the Exercise Price with the balance, if any, paid in cash to such Participating Employee.
11. Rights not Transferable
No right under this Plan (other than stock issued pursuant to the terms of the Plan not otherwise subject to restrictions on transfer (
“Released Stock”
)) shall be assignable, alienable, saleable, or transferable by a Participating Employee other than by will or by the laws of descent and distribution. Each right under this Plan shall be exercisable during the Participating Employee’s lifetime only by the Participating Employee, or, if permissible under applicable law, by the Participating Employee’s guardian or legal representative. No right hereunder (other than Released Stock) may be pledged, alienated, attached, or otherwise encumbered and any purported pledge, alienation, attachment, or encumbrance thereof shall be void and unenforceable against the Company or any affiliate.
