Intel 2009 Annual Report Download - page 145

Download and view the complete annual report

Please find page 145 of the 2009 Intel annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 172

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129
  • 130
  • 131
  • 132
  • 133
  • 134
  • 135
  • 136
  • 137
  • 138
  • 139
  • 140
  • 141
  • 142
  • 143
  • 144
  • 145
  • 146
  • 147
  • 148
  • 149
  • 150
  • 151
  • 152
  • 153
  • 154
  • 155
  • 156
  • 157
  • 158
  • 159
  • 160
  • 161
  • 162
  • 163
  • 164
  • 165
  • 166
  • 167
  • 168
  • 169
  • 170
  • 171
  • 172

INTEL CONFIDENTIAL
account for rounding and market fluctuations, and to pay such tax withholding to the Corporation. The shares may be sold as
part of a block trade with other participants of the 2006 Plan in which all participants receive an average price. For this
purpose, “Market Value” will be calculated as the average of the highest and lowest sales prices of the Common Stock as
reported by NASDAQ on the day your RSUs and dividend equivalents vest. The future value of the underlying shares of
Common Stock is unknown and cannot be predicted with certainty.
You are ultimately liable and responsible for all taxes owed by you in connection with your RSUs and dividend equivalents,
regardless of any action the Corporation takes or any transaction pursuant to this Section 11 with respect to any tax
withholding obligations that arise in connection with the RSUs and dividend equivalents. The Corporation makes no
representation or undertaking regarding the treatment of any tax withholding in connection with the grant, issuance, vesting
or settlement of the RSUs and dividend equivalents or the subsequent sale of any of the shares of Common Stock
underlying the RSUs and dividend equivalents that vest. The Corporation does not commit and is under no obligation to
structure the RSU program to reduce or eliminate your tax liability.
12.
RIGHTS AS A STOCKHOLDER AND RESTRICTIONS
Your RSUs and dividend equivalents may not be otherwise transferred or assigned, pledged, hypothecated or otherwise
disposed of in any way, whether by operation of law or otherwise, and may not be subject to execution, attachment or similar
process. Any attempt to transfer, assign, hypothecate or otherwise dispose of your RSUs and dividend equivalents other
than as permitted above, shall be void and unenforceable against the Corporation.
You will have the rights of a stockholder only after shares of the Common Stock have been issued to you following vesting of
your RSUs and dividend equivalents and satisfaction of all other conditions to the issuance of those shares as set forth in
these Standard Terms. RSUs and dividend equivalents shall not entitle you to any rights of a stockholder of Common Stock
and there are no voting or dividend rights with respect to your RSUs and dividend equivalents. RSUs and dividend
equivalents shall remain terminable pursuant to these Standard Terms at all times until they vest and convert into shares. As
a condition to having the right to receive shares of Common Stock pursuant to your RSUs and dividend equivalents, you
acknowledge that unvested RSUs and dividend equivalents shall have no value for purposes of any aspect of your
employment relationship with the Corporation.
Notwithstanding anything to the contrary in these Standard Terms or the applicable Notice of Grant, your RSUs and dividend
equivalents are subject to reduction by the Corporation if you change your employment classification from a full-time
employee to a part-time employee.
7.