SkyWest Airlines 2009 Annual Report Download - page 179

13.5. Cancellation of Award; Forfeiture of Gain. Notwithstanding anything to the contrary
contained herein, an Award Agreement may provide that the Award shall be canceled if the
Participant, without the consent of the Company, while employed by or providing services to the
Company or any Subsidiary or after termination of such employment or service, violates a
non-competition, non-solicitation or non-disclosure covenant or agreement or otherwise engages in
activity that is in conflict with or adverse to the interest of the Company or any Subsidiary (including
conduct contributing to any financial restatements or financial irregularities), as determined by the
Committee in its sole discretion. The Committee may provide in an Award Agreement that if within
the time period specified in the Agreement the Participant establishes a relationship with a competitor
or engages in an activity referred to in the preceding sentence, the Participant will forfeit any gain
realized on the vesting or exercise of the Award and must repay such gain to the Company.
13.6. Stop Transfer Orders. All certificates for Shares delivered under the Plan pursuant to any
Award shall be subject to such stop-transfer orders and other restrictions as the Committee may deem
advisable under the rules, regulations and other requirements of the U.S. Securities and Exchange
Commission (‘‘SEC’’), any stock exchange upon which the Shares are then listed, and any applicable
federal or state securities law, and the Committee may cause a legend or legends to be put on any such
certificates to make appropriate reference to such restrictions.
13.7. Nature of Payments. All Awards made pursuant to the Plan are in consideration of services
performed or to be performed for the Company or any Subsidiary, division or business unit of the
Company. Any income or gain realized pursuant to Awards under the Plan constitutes a special
incentive payment to the Participant and shall not be taken into account, to the extent permissible
under applicable law, as compensation for purposes of any of the employee benefit plans of the
Company or any Subsidiary except as may be determined by the Committee or by the Board or board
of directors of the applicable Subsidiary.
13.8. Other Plans. Nothing contained in the Plan shall prevent the Board from adopting other or
additional compensation arrangements, subject to stockholder approval if such approval is required;
and such arrangements may be either generally applicable or applicable only in specific cases.
13.9. Severability. The provisions of the Plan shall be deemed severable. If any provision of the
Plan shall be held unlawful or otherwise invalid or unenforceable in whole or in part by a court of
competent jurisdiction or by reason of change in a law or regulation, such provision shall: (a) be
deemed limited to the extent that such court of competent jurisdiction deems it lawful, valid and/or
enforceable and as so limited shall remain in full force and effect; and (b) not affect any other
provision of the Plan or part thereof, each of which shall remain in full force and effect. If the making
of any payment or the provision of any other benefit required under the Plan shall be held unlawful or
otherwise invalid or unenforceable by a court of competent jurisdiction, such unlawfulness, invalidity or
unenforceability shall not prevent any other payment or benefit from being made or provided under the
Plan, and if the making of any payment in full or the provision of any other benefit required under the
Plan in full would be unlawful or otherwise invalid or unenforceable, then such unlawfulness, invalidity
or unenforceability shall not prevent such payment or benefit from being made or provided in part, to
the extent that it would not be unlawful, invalid or unenforceable, and the maximum payment or
benefit that would not be unlawful, invalid or unenforceable shall be made or provided under the Plan.
13.10. Construction. As used in the Plan, the words ‘‘include’’ and ‘‘including,’’ and variations
thereof, shall not be deemed to be terms of limitation, but rather shall be deemed to be followed by
the words ‘‘without limitation.’’
13.11. Unfunded Status of the Plan. The Plan is intended to constitute an ‘‘unfunded’’ plan for
incentive compensation. With respect to any payments not yet made to a Participant by the Company,
nothing contained herein shall give any such Participant any rights that are greater than those of a
general creditor of the Company. In its sole discretion, the Committee may authorize the creation of
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