Oracle 2015 Annual Report Download - page 149

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Board or the Committee, as the case may be, may deem advisable; provided that, to the extent necessary to comply with any applicable law or
regulation, the Company shall obtain approval of the Company’s stockholders to amend the Plan to the extent and in the manner required by such law
or regulation.
(b) Termination or Suspension. Unless sooner terminated pursuant to this Section 13, the Plan shall terminate on the date that all shares of Common
Stock reserved for issuance under the Plan have been issued. The Committee, without further approval of the stockholders, may at any time terminate
or suspend the Plan. Except as otherwise provided herein, any such termination or suspension of the Plan shall not affect Awards already granted
hereunder and such Awards shall remain in full force and effect as if the Plan had not been terminated or suspended.
(c) Outstanding Awards. Except as otherwise provided herein, rights and obligations under any outstanding Award shall not be altered or impaired by
amendment, suspension or termination of the Plan, except with the consent of the person to whom the Award was granted. The Committee shall have
the authority to modify, extend or renew outstanding Awards and to authorize the grant of new Awards in substitution therefor; providedthat the
Committee shall not, without the approval of the Company’s stockholders, directly or indirectly reduce the exercise price of any outstanding Award.
14. Conditions Upon Issuance of Shares. Shares shall not be issued pursuant to any Award hereunder unless the issuance and delivery of such Shares shall
comply with all relevant provisions of law, including, without limitation, the Securities Act, the Exchange Act, the rules and regulations promulgated thereunder,
state securities laws, and the requirements of any stock exchange upon which the Shares may then be listed, and shall be further subject to the approval of counsel
for the Company with respect to such compliance.
As a condition to the issuance of Shares pursuant to any Award, the Company may require the Participant to represent and warrant that the Shares are being
acquired only for investment and without any present intention to sell or distribute such Shares, if, in the opinion of counsel for the Company, such a representation
is required by any of the relevant provisions of the law.
Inability of the Company to obtain authority from any regulatory body having jurisdictional authority deemed by the Company’s counsel to be necessary for the
lawful issuance and sale of any Shares hereunder shall relieve the Company of any liability for failure to issue or sell such Shares.
15. Reservation of Shares. The Company, during the term of this Plan, will at all times reserve and keep available such number of Shares as shall be sufficient to
satisfy the requirements of the Plan.
16. Rule 16b-3. The grant of Awards hereunder to persons subject to Section 16 of the Exchange Act shall comply with the applicable provisions of Rule 16b-3.
The Company intends this Plan to be a “formula plan” under Rule 16b-3 with respect to Awards granted hereunder.
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