Toro 2010 Annual Report Download - page 82

Download and view the complete annual report

Please find page 82 of the 2010 Toro annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 101

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101

8
PERFORMANCE SHARE AWARD ACCEPTANCE AGREEMENT
[__________, _____]
I hereby agree to the terms and conditions governing the Performance Share Award as set
forth in the Performance Share Award Agreement, this Agreement and as supplemented by the
terms and conditions set forth in the Plan.
In accepting the Performance Share Award, I hereby acknowledge that:
(a) The Plan is established voluntarily by Toro, it is discretionary in nature and it may
be modified, amended, suspended or terminated by Toro at any time, unless otherwise provided
in the Plan, the Performance Share Award Agreement or this Performance Share Award
Acceptance Agreement;
(b) The grant of the Performance Share Award is voluntary and occasional and does
not create any contractual or other right to receive future Performance Share Awards, or benefits
in lieu of Performance Share Awards, even if Performance Share Awards have been granted
repeatedly in the past;
(c) All decisions with respect to future Performance Share Award grants, if any, will
be at the sole discretion of Toro;
(d) I am voluntarily participating in the Plan;
(e) The Performance Share Award is not part of normal or expected compensation or
salary for any purposes, including, but not limited to, calculating any severance, resignation,
termination, redundancy, end of service payments, bonuses, long-service awards, pension or
retirement benefits or similar payments and in no event should be considered as compensation
for, or relating in any way to, past services for Toro or any Affiliate or Subsidiary;
(f) The future value of the Shares that may issued in settlement of the Performance
Share Award is unknown and cannot be predicted with certainty and if the Performance Share
Award vests and the Shares become issuable in settlement hereof in accordance with the terms of
the Performance Share Award Agreement and this Agreement, the value of those Shares may
increase or decrease;
(g) In consideration of the grant of the Performance Share Award, no claim or
entitlement to compensation or damages shall arise from termination of the Performance Share
Award or diminution in value of the Performance Share Award or the Shares issuable in
settlement hereof resulting from termination of my employment or service by Toro or any one of
its Affiliates or Subsidiaries (for any reason whatsoever and whether or not in breach of
applicable labor laws) and I hereby irrevocably release Toro and its Affiliates and Subsidiaries
from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by
a court of competent jurisdiction to have arisen, then, by acceptance of the Performance Share
Award, I shall be deemed irrevocably to have waived my entitlement to pursue such claim;