TiVo 2015 Annual Report Download - page 125

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of the Company and Participant with respect to the subject matter hereof, and may not be modified adversely to Participant's interest
except by means of a writing signed by the Company and Participant. The waiver by the Company of a breach of any provision of this
Agreement by Participant shall not operate or be construed as a waiver of any subsequent breach by Participant. This Agreement shall be
binding upon and shall inure to the benefit of the parties hereto and their respective executors, administrators, next
-
of
-
kin, successors and
assigns. This Agreement is governed by the laws of the state of Delaware. In the event of any conflict between the terms and provisions of
the Plan and this Agreement, the Plan terms and provisions shall govern. Capitalized terms used but not defined in this Agreement have the
meanings assigned to them in the Plan. Certain other important terms governing this Agreement are contained in the Plan.
16.
Notices
. All notices and other communications of any kind which either party to this Agreement may be required or may
desire to serve on the other party hereto in connection with this Agreement shall be in writing and may be delivered by personal service or
by registered or certified mail, return receipt requested, deposited in the United States mail with the postage thereon fully prepaid,
addressed to the parties at their respective addresses set forth in the Notice of Restricted Stock Award. Service of any such notice or
other communication so made by mail shall be deemed complete on the date of actual delivery as shown by the addressee
’
s registry or
certification receipt or at the expiration of the third (3rd) business day after the date of mailing, whichever is earlier in time. Either party
may from time to time by notice in writing served upon the other as aforesaid, designate a different mailing address or a different person to
which such notices or other communications are thereafter to be addressed or delivered.
17.
Severability
. The provisions of this Agreement are severable and if any one or more provisions may be determined to be illegal
or otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.
18.
Counterparts; Further Instruments
. This Agreement may be executed in two or more counterparts, each of which shall be
deemed an original, but all of which together shall constitute one and the same instrument. The parties hereto agree to execute such further
instruments and to take such further action as may be reasonably necessary to carry out the purposes and intent of this Agreement.
(
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)
Exhibit 10.07
ROVI CORPORATION
2008 EQUITY INCENTIVE PLAN
NOTICE OF RESTRICTED STOCK AWARD
Rovi Corporation, (the
“
Company
”
)
hereby grants you, [Name] (the
“
Participant
”
),
a Restricted Stock Award under the 2008 Equity
Incentive Plan, as amended (the
“
Plan
”
).
The date of this Notice of Restricted Stock Award (
“
Notice
”
)
is [Grant Date]. Subject to the
provisions of this Notice, the Restricted Stock Award Agreement (the
“
Agreement
”
)
and of the Plan, the features of this Restricted Stock
Section 5: EX-10.07 (EXHIBIT 10.07)