Juno 2014 Annual Report Download - page 137

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contemplated by the Separation and Distribution Agreement between the Corporation and FTD Companies, Inc., a Delaware corporation (“FTD”), whereby
the Corporation and FTD will be separated into two independent publicly-traded companies. If such stockholder approval is not obtained and/or if such
transactions are not consummated, then (i) the initial offering period, together with the Plan, shall immediately terminate, (ii) all payroll deductions collected
from Participants in that offering period shall be promptly refunded, and (iii) no further offering periods shall commence under the terminated Plan.
F. Should the Fair Market Value per share of Common Stock on any Purchase Date within an offering period be less than the Fair
Market Value per share of Common Stock on the start date of that offering period, then the individuals participating in that offering period shall, immediately
after the purchase of shares of Common Stock on their behalf on such Purchase Date, be transferred from that offering period and automatically enrolled in the
offering period commencing on the next business day following such Purchase Date, provided and only if the Fair Market Value per share of Common Stock
on the start date of that new offering period is lower than the Fair Market Value per share of Common Stock on the start date of the offering period in which
they were currently enrolled.

A. Each individual who is an Eligible Employee on the start date of an offering period under the Plan may enter that offering period
only on such start date. However, an Eligible Employee may participate in only one offering period at a time.
B. The date an individual enters an offering period shall be designated his or her Entry Date for purposes of that offering period.
C. Each corporation that becomes a Corporate Affiliate after the Spin-Off Date shall automatically become a Participating
Corporation effective as of the start date of the first offering date coincident with or next following the date on which it becomes such an affiliate, unless the
Plan Administrator determines otherwise prior to the start date of that offering period.
D. To participate in the Plan for a particular offering period, the Eligible Employee must complete the enrollment forms prescribed by
the Plan Administrator (including a stock purchase agreement and a payroll deduction authorization or other authorized form of contribution allowable for
that offering period) and file such forms with the Plan Administrator (or its designate) on or before his or her scheduled Entry Date.

A. For each offering period, the Plan Administrator may allow contributions to the Plan to be effected in the form of periodic payroll
deductions or one or more other forms specified by the Plan Administrator prior to the start date of the applicable offering period. However, all contributions,
whether in the form of payroll deductions or other mode, shall be made solely on the basis of the Participant’s Cash Earnings for the offering period. Unless
the Plan Administrator determines otherwise prior to the start of the applicable offering period:
3