America Online 2010 Annual Report Download - page 181

Company or any Affiliate. Further, the Company or its Affiliate may at any time dismiss the Participant or discontinue any other relationship, free from any
liability or any claim under the Plan or this Agreement, except as otherwise expressly provided herein.
6. Legend on Certificates. The certificates representing the Shares purchased by exercise of an Option shall be subject to such stop transfer orders
and other restrictions as the Committee may deem reasonably advisable under the Plan or the rules, regulations, and other requirements of the Securities and
Exchange Commission, any stock exchange upon which such Shares are listed, any applicable federal or state laws and the Company's Articles of
Incorporation and Bylaws, and the Committee may cause a legend or legends to be put on any such certificates to make appropriate reference to such
restrictions.
7. Transferability. Unless otherwise determined by the Committee, an Option may not be assigned, alienated, pledged, attached, sold or otherwise
transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any such purported assignment, alienation,
pledge, attachment, sale, transfer or encumbrance shall be void and unenforceable against the Company or any Affiliate.
8. Withholding. The Participant may be required to pay to the Company or its Affiliate and the Company or its Affiliate shall have the right and is
hereby authorized to withhold from any payment due or transfer made under the Option or under the Plan or from any compensation or other amount owing to
a Participant the amount (in cash, Shares, other securities, other Awards or other property) of any applicable withholding taxes in respect of the Option, its
exercise, or any payment or transfer under the Option or under the Plan and to take such action as may be necessary in the option of the Company to satisfy all
obligations for the payment of such taxes.
9. Securities Laws. Upon the acquisition of any Shares pursuant to the exercise of an Option, the Participant will make or enter into such written
representations, warranties and agreements as the Committee may reasonably request in order to comply with applicable securities laws or with this
Agreement.
10. Notices. Any notice under this Agreement shall be addressed to the Company in care of its General Counsel at the principal executive office
of the Company, with a copy to Vice-President, Total Rewards, at the principal executive office of the Company, and to the Participant at the address
appearing in the personnel records of the Company for the Participant or to either party at such other address as either party hereto may hereafter designate in
writing to the other. Any such notice shall be deemed effective upon receipt thereof by the addressee.
11. Personal Data. The Company, the Participant's local employer and the local employer's parent company or companies may hold, collect, use,
process and transfer, in electronic or other form, certain personal information about the Participant for the exclusive purpose of implementing, administering
and managing the Participant's participation in the Plan. Participant understands that the following personal information is required for the above named
purposes: his/her name, home address and telephone number, office address (including department and employing entity) and telephone number, e-mail
address, date of birth,