American Home Shield 2009 Annual Report Download - page 281

Section 13.3 Beneficiary Designation. Pursuant to such rules and procedures as the Board may from time to time
establish, a Participant may name a beneficiary or beneficiaries (who may be named contingently or successively) by whom any right
under the Plan is to be exercised in case of such Participant's death. Each designation will revoke all prior designations by the same
Participant, shall be in a form reasonably prescribed by the Board, and will be effective only when filed by the Participant in writing
with the Board during his lifetime.
Section 13.4 No Guarantee of Employment or Participation. Nothing in the Plan or in any agreement granted hereunder
shall interfere with or limit in any way the right of the Company or any Subsidiary to terminate any Participant's employment or
retention at any time, or confer upon any Participant any right to continue in the employ or retention of the Company or any
Subsidiary. No Employee or Eligible Director shall have a right to be selected as a Participant or, having been so selected, to receive
any Awards.
Section 13.5 No Limitation on Compensation; No Impact on Benefits. Nothing in the Plan shall be construed to limit
the right of the Company or any Subsidiary to establish other plans or to pay compensation to its Employees or Eligible Directors, in
cash or property, in a manner that is not expressly authorized under the Plan. Except as may otherwise be specifically and
unequivocally stated under any employee benefit plan, policy or program, no amount payable in respect of any Award shall be treated
as compensation for purposes of calculating a Participant's rights under any such plan, policy or program. The selection of an
Employee as a Participant shall neither entitle such Employee to, nor disqualify such Employee from, participation in any other award
or incentive plan.
Section 13.6 No Voting Rights. Except as otherwise required by law, no Participant holding any Awards granted under
the Plan shall have any right in respect of such Awards to vote on any matter submitted to the Company's stockholders until such time
as the shares of Common Stock underlying such Awards have been issued, and then, subject to the voting restrictions contained in the
Subscription Agreement.
Section 13.7 Requirements of Law. The granting of Awards and the issuance of shares of Common Stock pursuant to
the Plan shall be subject to all applicable laws, rules and regulations, and to such approvals by any governmental agencies or national
securities exchanges as may be required. No Awards shall be granted under the Plan, and no Common Stock shall be issued under the
Plan, if such grant or issuance would result in a violation of applicable law, including U.S. federal securities laws and any applicable
state or non-U.S. securities laws.
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