Avnet 2014 Annual Report Download - page 101

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Except to the extent permitted by Section 4.D and this Section 7, the Option shall be exercisable during the
Participant's lifetime only by the Participant. The Option may not be sold, transferred, pledged, assigned,
exchanged, encumbered, or otherwise alienated or hypothecated, except (i) by testamentary disposition by the
Participant or the laws of descent and distribution, or (ii) to the extent otherwise permitted by the Plan, if (and
only if) approved by the Administrator in its sole discretion.
In addition to these Standard Terms and Conditions, the Option shall be subject to the terms of the Plan, which
are incorporated into these Standard Terms and Conditions by this reference. Capitalized terms not otherwise
defined herein shall have the meaning set forth in the Plan, and the rules of construction set forth in the Plan shall
also apply to these Standard Terms and Conditions.
The Term Sheet, these Standard Terms and Conditions, and the Plan constitute the entire understanding between
the Participant and the Company regarding the Option. Any prior agreements, commitments or negotiations
concerning the Option are superseded.
Neither the Participant (individually or as a member of a group) nor any beneficiary or other person claiming
under or through the Participant shall have any right, title, interest, or privilege in or to any shares of Stock
allocated or reserved for the purpose of the Plan or subject to the Term Sheet or these Standard Terms and
Conditions, except as to such shares of Stock, if any, that have been issued to such person upon exercise of the
Option or any part of it. Nothing in the Plan, the Term Sheet, these Standard Terms and Conditions, or any other
instrument executed pursuant to the Plan shall confer upon the Participant any right to continue in the Company's
employ or service or limit in any way the Company's right to terminate the Participant's employment or service at
any time and for any reason. As this grant was made in the absolute discretion of management and the
Administrator, receipt of these Options does not confer upon the Participant any right to future awards or
participation in any equity compensation program.
Neither the Award of this Option nor any shares of Stock issuable pursuant thereto shall be included in
compensation for purposes of determining the amount payable to or on behalf of the Participant under any
pension, savings, retirement, life insurance, or other employee or director benefits arrangement of the Company,
unless otherwise determined by the plan sponsor.
If any provision of these Standard Terms and Conditions is declared to be illegal, invalid, or otherwise
unenforceable by a court of competent jurisdiction, such provision shall be reformed, if possible, to the extent
necessary to render it legal, valid, and enforceable, or otherwise deleted, and the
8.
THE PLAN; DEFINED TERMS; ENTIRE AGREEMENT
9.
LIMITATION OF INTEREST IN SHARES SUBJECT TO OPTION
10.
GENERAL