Salesforce.com 2005 Annual Report Download - page 178

15. MISCELLANEOUS PROVISIONS.
15.1 Repurchase Rights. Shares issued under the Plan may be subject to one or more repurchase options, or other conditions and restrictions as
determined by the Board in its discretion at the time the Award is granted. The Company shall have the right to assign at any time any repurchase right it may
have, whether or not such right is then exercisable, to one or more persons as may be selected by the Company. Upon request by the Company, each
Participant shall execute any agreement evidencing such transfer restrictions prior to the receipt of shares of Stock hereunder and shall promptly present to the
Company any and all certificates representing shares of Stock acquired hereunder for the placement on such certificates of appropriate legends evidencing any
such transfer restrictions.
15.2 Provision of Information. Each Participant shall be given access to information concerning the Company equivalent to that information
generally made available to the Company's common stockholders.
15.3 Rights as Outside Director. No person, even though eligible pursuant to Section 5, shall have a right to be selected as a Participant, or,
having been so selected, to be selected again as a Participant. Nothing in the Plan or any Award granted under the Plan shall confer on any Participant a right
to remain an Outside Director, or interfere with or limit in any way any right of a Participating Company to terminate the Participant's Service at any time.
15.4 Rights as a Stockholder. A Participant shall have no rights as a stockholder with respect to any shares covered by an Award until the date
of the issuance of such shares (as evidenced by the appropriate entry on the books of the Company or of a duly authorized transfer agent of the Company). No
adjustment shall be made for dividends, distributions or other rights for which the record date is prior to the date such shares are issued, except as provided in
Section 4.2 or another provision of the Plan.
15.5 Fractional Shares. The Company shall not be required to issue fractional shares upon the exercise or settlement of any Award.
15.6 Severability. If any one or more of the provisions (or any part thereof) of this Plan shall be held invalid, illegal or unenforceable in any
respect, such provision shall be modified so as to make it valid, legal and enforceable, and the validity, legality and enforceability of the remaining provisions
(or any part thereof) of the Plan shall not in any way be affected or impaired thereby.
15.7 Beneficiary Designation. Subject to local laws and procedures, each Participant may file with the Company a written designation of a
beneficiary who is to receive any benefit under the Plan to which the Participant is entitled in the event of such Participant's death before he or she receives
any or all of such benefit. Each designation will revoke all prior designations by the same Participant, shall be in a form prescribed by the Company, and will
be effective only when filed by the Participant in writing with the Company during the Participant's lifetime. If a married Participant designates a beneficiary
other than the Participant's spouse, the effectiveness of such designation may be subject to the consent of the Participant's spouse. If a Participant dies without
an effective designation of a beneficiary who is living at the time of the Participant's death, the Company will pay any remaining unpaid benefits to the
Participant's legal representative.