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Document Preview Logility, Inc. |
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Title: |
Logility, Inc. |
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Entities: |
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Date: |
2007 |
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Size: |
52KB total |
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Price: |
$42 |
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ID: |
#3022051 |
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LOGILITY, INC.
2007 STOCK PLAN
LOGILITY, INC.
2007 STOCK PLAN
TABLE OF CONTENTS
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ARTICLE 1. DEFINITIONS |
1 | |
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1.1 Act |
1 | |
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1.2 Award |
1 | |
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1.3 Board |
1 | |
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1.4 Cause |
1 | |
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1.5 Change in Control Event |
1 | |
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1.6 Code |
3 | |
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1.7 Committee |
3 | |
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1.8 Common Stock or Stock |
3 | |
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1.9 Company |
3 | |
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1.10 Continuous Service |
3 | |
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1.11 Disability |
3 | |
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1.12 Effective Date |
3 | |
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1.13 Employee |
3 | |
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1.14 Executive Officer |
3 | |
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1.15 Exercise Price |
3 | |
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1.16 Fair Market Value |
4 | |
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1.17 Incentive Stock Option |
4 | |
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1.18 Nonqualified Stock Option |
4 | |
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1.19 Option |
4 | |
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1.20 Option Agreement |
4 | |
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1.21 Participant |
4 | |
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1.22 Repriced |
4 | |
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1.23 Special Stock Option Committee |
4 | |
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1.24 Stock Appreciation Right or SAR |
4 | |
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1.25 Stock Option Committee |
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1.26 Subsidiary |
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1.27 Unit |
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1.28 Unit Grant Price |
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ARTICLE 2. EFFECTIVE DATE |
5 | |
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ARTICLE 3. ADMINISTRATION |
5 | |
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3.1 Special Stock Option Committee |
5 | |
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3.2 Stock Option Committee |
5 | |
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3.3 Meetings and Actions |
6 | |
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3.4 Powers of the Committee |
6 | |
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3.5 Interpretation of Plan |
6 | |
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3.6 Director Stock |
6 | |
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ARTICLE 4. STOCK AND SARs SUBJECT TO THE PLAN |
6 | |
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4.1 Plan Limits |
6 | |
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4.2 Unused Stock and Units |
7 | |
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4.3 Adjustment .for Change in Outstanding Shares. |
7 | |
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4.4 Retention of Rights |
8 | |
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4.5 Cancellation of Award |
8 | |
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ARTICLE 5. ELIGIBILITY |
8 | |
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5.1 Eligible Employees |
8 | |
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5.2 Board |
8 | |
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5.3 Consultants and Advisors |
8 | |
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ARTICLE 6. STOCK OPTIONS |
8 | |
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6.1 Grant of Options |
8 | |
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6.2 Stock Options for Nonemployee Directors |
8 | |
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6.3 Option Agreement |
9 | |
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6.4 Nontransferability of Options |
10 | |
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6.5 Manner of Exercise of Options |
10 | |
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6.6 Payment of Option Exercise Price |
10 | |
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6.7 Termination of Continuous Service |
11 | |
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ARTICLE 7. STOCK APPRECIATION RIGHTS |
11 | |
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7.1 Grant of Stock Appreciation Rights |
11 | |
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7.2 SAR Agreement |
11 | |
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7.3 Nontransferability of SARs |
12 | |
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7.4 Manner of Exercise of SARs |
12 | |
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7.5 Termination of Continuous Service |
12 | |
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ARTICLE 8. CHANGE IN CONTROL |
13 | |
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ARTICLE 9. ISSUANCE OF SHARES OF COMMON STOCK |
14 | |
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9.1 Transfer of Common Stock to Participant |
14 | |
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9.2 Legend |
14 | |
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9.3 Compliance with Laws |
14 | |
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ARTICLE 10. AMENDMENT AND TERMINATION |
14 | |
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10.1 Amendment of the Plan |
14 | |
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10.2 Termination of the Plan |
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ARTICLE 11. GENERAL PROVISIONS |
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11.1 No Employment Rights |
15 | |
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11.2 Other Employee Benefits |
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11.3 Confidentiality of Information |
15 | |
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11.4 Severability |
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11.5 Governing Law and Venue |
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11.6 Use of Proceeds |
15 | |
LOGILITY, INC.
2007 STOCK PLAN
INTRODUCTION
The purpose of the Logility, Inc. 2007 Stock Plan (the ?Plan?) is to further the growth and development of Logility, Inc., a Georgia corporation (the ?Company?), by affording an opportunity for stock ownership to selected Employees of the Company, members of the Company?s Board, consultants and advisors. The Plan is intended to attract and retain the best available talent and encourage the highest level of performance by executive officers, key employees, directors, advisors and consultants, and to provide them with incentives to put forth maximum efforts for the success of the Company?s business in order to serve the best interests of the Company. Options granted under the Plan may be Incentive Stock Options or Nonqualified Stock Options, as such terms are hereinafter defined. Participants in the Plan may also receive Stock Appreciation Rights, as hereinafter defined, in lieu of or in addition to Options.
ARTICLE 1. DEFINITIONS
When used in this Plan, the following capitalized terms shall have the meanings set forth below unless a different meaning is plainly required by the context:
1.1 Act. Act means the Securities Exchange Act of 1934 as in effect from time to time.
1.2 Award. Award means the grant of Options or Stock Appreciation Rights under the Plan.
1.3 Board. Board means the Board of Directors of Logility, Inc.
1.4 Cause. Cause means ?cause,? as defined in the Participant?s employment agreement, if applicable. If the Participant has not entered into an employment agreement with the Company or a Subsidiary that includes a definition of ?cause?, then Cause shall mean a termination on account of dishonesty, fraud, misconduct, unauthorized use or disclosure of confidential information or trade secrets, a conviction or confession of a crime punishable by law (except minor violations), or a material breach of any agreement with the Company or a Subsidiary, in each such case as determined by the applicable Committee, and its determination shall be conclusive and binding. Such actions constituting ?Cause? shall include, without limitation, a violation of the Company?s Code of Business Conduct and Ethics. A Participant who agrees to resign from his or her affiliation with the Company or a Subsidiary in lieu of being terminated for Cause shall be deemed to have been terminated for Cause for purposes of the Plan.
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