||No Obligation to Exercise |
The grant to a Participant of an Incentive Award shall
impose no obligation upon such Participant to exercise such Incentive Award.
Upon the death of a Participant, outstanding Incentive Awards granted to such
Participant may be exercised only by the executors or administrators of the Participants estate or by any person or persons who shall have acquired such right to exercise by will or by the laws of descent and distribution. No transfer by will
or the laws of descent and distribution of any Incentive Award, or the right to exercise any Incentive Award, shall be effective to bind GHC unless the Committee shall have been furnished with (a) written notice thereof and with a copy of the
will and/or such evidence as the Committee may deem necessary to establish the validity of the transfer and (b) an agreement by the transferee to comply with all the terms and conditions of the Incentive Award that are or would have been
applicable to the Participant and to be bound by the acknowledgements made by the Participant in connection with the grant of the Incentive Award.
||Expenses and Receipts |
The expenses of the Plan shall be paid by GHC. Any proceeds
received by GHC in connection with any Incentive Award will be used for general corporate purposes.
The Plan and the rights of all persons under the Plan shall be construed
and administered in accordance with the laws of the State of New York without regard to its conflict of law principles.
||Effective Date and Term of Plan |
The Plan was adopted by the Board of Directors on
February 23, 2012, subject to the approval of the Plan by the shareholders of GHC. No grants of Incentive Awards may be made under the Plan after February 23, 2022.