America Online 2009 Annual Report Download - page 173

10. Forfeiture. A breach of any of the foregoing restrictions or a breach of any of the other restrictions, terms and conditions of the Plan or this Agreement,
with respect to any of the RSUs or any Dividend Equivalents and Retained Distributions relating thereto, except as waived by the Board or the
Committee, will cause a forfeiture of such RSUs and any Dividend Equivalents or Retained Distributions relating thereto.
11. Right of Company to Terminate Employment. Nothing contained in the Plan or this Agreement shall confer on any Participant any right to continue
in the employ of the Company or any of its Affiliates and the Company and any such Affiliate shall have the right to terminate the Employment of the
Participant at any such time, with or without cause, notwithstanding the fact that some or all of the RSUs and related Retained Distributions covered by
this Agreement may be forfeited as a result of such termination. The granting of the RSUs under this Agreement shall not confer on the Participant any
right to any future Awards under the Plan.
12. Notices. Any notice which either party hereto may be required or permitted to give the other shall be in writing and may be delivered personally or by
mail, postage prepaid, addressed to AOL Inc., at 770 Broadway, New York, NY 10003, attention: general Counsel, and to the Participant at his or her
address, as it is shown on the records of the Company or its Affiliate, or in either case to such other address as the Company or the Participant, as the
case may be, by notice to the other may designate in writing from time to time.
13. Interpretation and Amendments. The Board and the Committee (to the extent delegated by the Board) have plenary authority to interpret this
Agreement and the Plan, to prescribe, amend and rescind rules relating thereto and to make all other determinations in connection with the
administration of the Plan. The Board or the Committee may from time to time modify or amend this Agreement in accordance with the provisions of
the Plan, provided that no such amendment shall adversely affect the rights of the Participant under this Agreement without his or her consent.
14. Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the Company and its successors and assigns, and shall be
binding upon and inure to the benefit of the Participant and his or her legatees, distributees and personal representatives.
15. Copy of the Plan and Documents. By entering into the Agreement, the Participant agrees and acknowledges that he or she has received and read a
copy of the Plan. The Participant acknowledges and agrees that the Participant may be entitled from time to time to receive certain other documents
related to the Company, including the Company's annual report to stockholders and proxy statement related to its annual meeting of stockholders
(which become available each year approximately three months after the end of the calendar year), and the Participant consents to receive such
documents electronically through the Internet or as the Company otherwise directs.