Apple 2014 Annual Report Download - page 100

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TERMS AND CONDITIONS OF RESTRICTED STOCK UNIT AWARD
PERFORMANCE AWARD
1. General. These Terms and Conditions of Restricted Stock Unit Award—Performance Award (these “Terms”) apply to a
particular restricted stock unit award (the “Award”) granted by Apple Inc., a California corporation (the “Company”), and are
incorporated by reference in the Notice of Grant (the “Grant Notice”) correspondin
g
to that particular
g
rant. The recipient of the Award
identified in the Grant Notice is referred to as the “Participant.” The effective date of
g
rant of the Award as set forth in the Grant Notice
is referred to as the “Award Date.” The Award was
g
ranted under and is subject to the provisions of the Apple Inc. 2014 Employee
Stock Plan (the “Plan”). Capitalized terms are defined in the Plan if not defined herein. The Award has been
g
ranted to the Participant
in addition to, and not in lieu of, any other form of compensation otherwise payable or to be paid to the Participant. The Grant Notice
and these Terms (including Exhibit A hereto, incorporated herein by this reference) are collectively referred to as the “Award
Agreement” applicable to the Award.
2. Stock Units. As used herein, the term “Stock Unit” shall mean a non-votin
unit of measurement which is deemed fo
bookkeeping purposes to be equivalent to one outstanding share of the Company’s Common Stock (“Share”) solely for purposes of the
Plan and this Award A
g
reement. The Stock Units shall be used solely as a device for the determination of the payment to eventually be
made to the Participant if such Stock Units vest pursuant to this Award A
g
reement. The Stock Units shall not be treated as property o
r
as a trust fund of any kind.
3. Vesting. Subject to Section 8 below, the Award shall vest and become nonforfeitable as set forth in the Grant Notice and Exhibit
A hereto. (The vesting date set forth in the Grant Notice is referred to herein as a “Vesting Date”).
4. Continuance of Employment. The vestin
g
schedule requires continued employment or service throu
g
h the Vestin
g
Date as a
condition to the vestin
g
of the Award and the ri
g
hts and benefits under this Award A
g
reement. Employment or service for only a portion
of the vestin
g
period, even if a substantial portion, will not entitle the Participant to any proportionate vestin
g
or avoid or miti
g
ate a
termination of ri
g
hts and benefits upon or followin
g
a termination of employment or services as provided in Section 8 below or unde
r
the Plan.
Nothin
g
contained in this Award A
g
reement or the Plan constitutes an employment or service commitment by the Company, affects
the Participant’s status as an employee at will who is subject to termination with or without cause, confers upon the Participant any
ri
g
ht to remain employed by or in service to the Company or any Subsidiary, interferes in any way with the ri
g
ht of the Company or any
Subsidiary at any time to terminate such employment or services, or affects the ri
g
ht of the Company or any Subsidiary to increase o
r
decrease the Participant’s other compensation or benefits. Nothin
g
in this para
g
raph, however, is intended to adversely affect any
independent contractual right of the Participant without his consent thereto.
1