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Crewmember Stock Purchase Plan (CSPP). – Life is Better in Blue

Edit Your Profile Log Out. FindLaw Corporate Counsel Contracts Compensation Employee Stock Purchase Plan - JetBlue Airways Corp. Employee Stock Purchase Plan - JetBlue Airways Corp. PURPOSE OF THE PLAN This Employee Stock Purchase Plan is intended to promote the interests of JetBlue Airways Corporation, a Delaware corporation, by providing eligible employees with the opportunity to acquire a proprietary interest in the Corporation through participation in a payroll deduction-based employee stock purchase plan designed to qualify under Section of the Code.

Capitalized terms herein shall have the meanings assigned to such terms in the attached Appendix. Decisions of the Plan Administrator shall be final and binding on all parties having an interest in the Plan. STOCK SUBJECT TO PLAN A. The stock purchasable under the Plan shall be shares of authorized but unissued or reacquired Common Stock, including shares of Common Stock purchased on the open market.

The number of shares of Common Stock initially reserved for issuance over the term of the Plan shall be limited to 1, shares. B of this Article One and v the number and class of securities and the price per share in effect under each outstanding purchase right in order to prevent the dilution or enlargement of benefits thereunder. Shares of Common Stock shall be offered for purchase under the Plan through a series of overlapping offering periods until such time as i the maximum number of shares of Common Stock available for issuance under the Plan shall have been purchased or ii the Plan shall have been sooner terminated.

Each offering period shall be of such duration not to exceed twenty-four 24 months as determined by the Plan Administrator prior to the start date of such offering period. Offering periods shall commence at semi-annual intervals on the first business day of May and November each year over the term of the Plan. Accordingly, two 2 separate offering periods shall commence in each calendar year the Plan remains in existence.

However, the initial offering period shall commence at the Effective Time and terminate on the last business day in April Each offering period shall consist of a series of one or more successive Purchase Intervals.

Purchase Intervals shall run from the first business day in May to the last business day in October each year and from the first business day in November each year to the last business day in April in the following year.

However, the first Purchase Interval in effect under the initial offering period shall commence at the Effective Time and terminate on the last business day in October Should the Fair Market Value per share of Common Stock on any Purchase Date within a particular 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 such 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 next offering period commencing after such Purchase Date.

Each individual who is an Eligible Employee on the start date of any offering period under the Plan may enter that offering period on such start date. However, an Eligible Employee may participate in only one offering period at a time. Except as otherwise provided in Sections IV.

A above, an Eligible Employee must, in order to participate in the Plan for a particular offering period, complete the enrollment forms prescribed by the Plan Administrator including a stock purchase agreement and a payroll deduction authorization and file such forms with the Plan Administrator or its designate on or before the start date of that offering period.

The deduction rate so authorized shall continue in effect throughout the offering period, except to the extent such rate is changed in accordance with the following guidelines: The Participant may not, however, effect more than one 1 such reduction per Purchase Interval.

Payroll deductions shall begin on the first pay day administratively feasible following the start date of the offering period and shall unless sooner terminated by the Participant continue through the pay day ending with or immediately prior to the last day of that offering period. The amounts so collected shall be credited to the Participant's book account under the Plan, but no interest shall be paid on the balance from time to time outstanding in such account.

The amounts collected from the Participant shall not be required to be held in any segregated account or trust fund and may be commingled with the general assets of the Corporation and used for general corporate purposes.

For the initial Purchase Interval of the first offering period under the Plan, no payroll deductions shall be required of the Participant until such time as the Participant affirmatively elects to commence such payroll deductions following his or her receipt of the Act prospectus for the Plan.

In the absence of such payroll deductions, the Participant will be required to contribute the applicable percentage of his or her Cash Earnings to the Plan in a lump sum payment immediately prior to the close of that Purchase Interval should the Participant elect to have shares of Common Stock purchased on his or her behalf on the Purchase Date for that initial Purchase Interval.

Payroll deductions shall automatically cease upon the termination of the Participant's purchase right in accordance with the provisions of the Plan. The Participant's acquisition of Common Stock under the Plan on any Purchase Date shall neither limit nor require the Participant's acquisition of Common Stock on any subsequent Purchase Date, whether within the same or a different offering period.

GRANT OF PURCHASE RIGHTS. A Participant shall be granted a separate purchase right for each offering period in which he or she is enrolled. The purchase right shall be granted on the start date of the offering period and shall provide the Participant with the right to purchase shares of Common Stock, in a series of successive installments during that offering period, upon the terms set forth below. The Participant shall execute a stock purchase agreement embodying such terms and such other provisions not inconsistent with the Plan as the Plan Administrator may deem advisable.

EXERCISE OF THE PURCHASE RIGHT.

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Each purchase right shall be automatically exercised in installments on each successive Purchase Date within the offering period, and shares of Common Stock shall accordingly be purchased on behalf of each Participant on each such Purchase Date. The purchase shall be effected by applying the Participant's payroll deductions or, to the extent applicable, his or her lump sum contribution for the Purchase Interval ending on such Purchase Date to the purchase of whole shares of Common Stock at the purchase price in effect trading forex pictures the Participant for that Purchase Date.

The number of shares of Common Stock purchasable by a Participant on each Purchase Date during the particular offering period in which he or she is enrolled shall be the number of whole auto how to profit from binary options obtained by dividing the amount collected from the Participant through payroll deductions during the Purchase Interval ending with that Purchase Date or, to the extent applicable, his or her lump sum contribution for that Purchase Interval by the purchase price in effect for the Participant for that Purchase Date.

However, the maximum number of shares of Common Stock purchasable per Participant on any one Purchase Date shall not exceed 1, shares, subject to periodic adjustments in the event of certain changes in the Corporation's capitalization.

In addition, oct 29 1929 stock market crash maximum number of shares of Common Stock purchasable in total by all Participants in the Plan on any one Purchase Date shall not exceedshares, subject to periodic adjustments in the event of certain changes in the Corporation's capitalization.

However, the Plan Administrator shall have the discretionary authority, exercisable prior to the start of any offering period under the Plan, to increase or decrease the limitations to be in effect for the number of shares purchasable per Participant and in total by all Participants enrolled in that particular offering period on each Purchase Date which occurs during that offering period.

Any payroll deductions not applied to the purchase of shares of Common Stock on any Purchase Date because they are not sufficient to purchase a whole share of Common Stock shall be held for the purchase of Common Stock on the next Purchase Date. Stock option valuation excel, any payroll deductions not applied to the purchase of Common Stock by reason of the limitation on the maximum number of shares purchasable per Participant or in total by all Participants on the Purchase Date shall be promptly refunded.

In the event that a Participant is, by reason of the accrual limitations in Article VIII, precluded from purchasing additional shares of Common Stock on one or more Purchase Dates during the offering period in which he or she is enrolled, then no further payroll deductions shall be collected from such Participant with respect to those Purchase Dates.

The suspension of such deductions shall not terminate the Participant's purchase right for the offering period in which he or moving average bollinger bands is enrolled, and payroll deductions shall automatically resume on behalf of such Participant once he or she is again able to purchase shares during that offering period in compliance with the accrual limitations of Article VIII.

The following provisions shall govern the Participant's withdrawal from an offering period: Any payroll deductions collected during the Purchase Interval in which such withdrawal occurs shall, at the Participant's election, be immediately refunded or held for the purchase of shares on the next Purchase 5. If no such election is made at the time of such withdrawal, then the payroll deductions collected from the Participant during the Purchase Interval in which such withdrawal occurs shall be refunded as soon as possible.

In order to resume participation in any subsequent offering period, such individual must re-enroll in the Plan by making a timely filing of the prescribed enrollment forms on or before the start date of that offering period. The following provisions shall govern the termination of outstanding purchase rights: In no event, however, shall any further payroll deductions be collected on the Participant's behalf during such leave.

Upon the Participant's return to active service x within ninety 90 days following the commencement of such leave or y prior to the expiration of any longer period for which such Participant's right to reemployment with the Corporation is guaranteed by statute or contract, his or her payroll deductions under the Plan shall automatically resume at the rate in effect at the time the leave began, unless the Participant withdraws jetblue employee stock options the Plan prior to his or her return.

An individual who returns to active employment following a leave of absence that exceeds in duration the applicable x or y time period will be treated as a new Employee for purposes of subsequent participation in the Plan and must accordingly re-enroll in the Plan by making a timely filing of the prescribed enrollment forms on or before the start date of any subsequent offering period in which finans online forex or she wishes to participate.

However, the applicable limitation on the number of shares of Common Stock purchasable per Participant shall continue to apply to any such purchase, but not the limitation applicable to jetblue employee stock options maximum number of shares of Common Bonus forex gratis tanpa deposit 2013 purchasable in total by all Participants on any one Purchase Date.

The Corporation shall use its best efforts to provide at least ten 10 days' prior written notice of the occurrence binary options practical guide torrent any Change in Control, and Participants shall, following the receipt of such notice, have the right to terminate their outstanding purchase rights prior to the effective date of the Change in Control.

PRORATION OF PURCHASE RIGHTS.

Should the total number affiliates for binary options with success shares of Common Stock to be purchased pursuant to outstanding purchase rights on any particular date exceed the number of shares then available for issuance under the Plan, the Plan Administrator shall make a pro-rata allocation of the available shares on a uniform and nondiscriminatory basis, and the payroll deductions of each Participant, to the extent in excess of the aggregate purchase price payable for the Common Stock pro-rated to such individual, shall be refunded.

The purchase right shall be exercisable only by the Participant and shall not be assignable or transferable by the Participant.

A Participant shall have no stockholder rights with respect to the shares subject to his or her outstanding purchase right until the shares are purchased on the Participant's behalf in accordance with the provisions of the Plan and the Participant has become a holder of record of the purchased shares. For purposes of applying such accrual limitations to the purchase rights granted under the Plan, the following provisions shall be in effect: If by reason of such accrual limitations, any purchase right of a Participant does not accrue for a particular Purchase Interval, then the payroll deductions that the Participant made during that Purchase Interval with respect to such purchase right shall be promptly refunded.

In the event there is any conflict between the provisions of this Article and one or more provisions of the Plan or any instrument issued thereunder, the provisions of this Article shall be controlling. EFFECTIVE DATE AND TERM OF THE PLAN A. The Plan was adopted by the Board on February 11,and shall become effective at the Effective Time, provided no purchase rights granted under the Plan shall be exercised, and no shares of Common Stock shall be issued hereunder, until i the Plan shall have been approved by the stockholders of the Corporation and ii the Corporation shall have complied with all applicable requirements of the Act including the registration of the shares of Common Stock issuable under the Plan on a Form S-8 registration statement filed with the Securities and Exchange Commissionall applicable listing requirements of any stock exchange or the Nasdaq National Market, if applicable on which the Common Stock is listed for trading and all other applicable requirements established by law or regulation.

In the event such stockholder approval is not obtained, or such compliance is not effected, within twelve 12 months after the date on which the Plan is adopted by the Board, the Plan shall terminate and have no further force or effect, and all sums collected from Participants during the initial offering period hereunder shall be refunded.

Unless sooner terminated by the Board, the Plan shall terminate upon the earliest of i the last business day in Aprilii the date on which all shares available for issuance under the Plan shall have been sold pursuant to purchase rights exercised under the Plan or iii the date on which all purchase rights are exercised in connection with a Change in Control. No further purchase rights shall be granted or exercised, and no further payroll deductions shall be collected, under the Plan following such termination.

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AMENDMENT OF THE PLAN A. The Board may alter, amend, suspend or terminate the Plan at any time to become effective immediately following the close of any Purchase Interval.

However, the Plan may be amended or terminated immediately upon Board action, if and to the extent necessary to assure that the Corporation will not recognize, for financial reporting purposes, any compensation expense in connection with the shares of Common Stock offered for purchase under the Plan, should the financial accounting rules applicable to the Plan at the Effective Time be subsequently revised so as to require the Corporation to recognize compensation expense in the absence of such amendment or termination.

In no event may the Board effect any of the following amendments or revisions to the Plan without the approval of the Corporation's stockholders: All costs and expenses incurred in the administration of the Plan shall be paid by the Corporation; however, each Plan Participant shall bear all costs and expenses incurred by such individual in the sale or other disposition of any shares purchased under the Plan.

Nothing in the Plan shall confer upon the Participant any right to continue in the employ of the Corporation or any Corporate Affiliate for any period of specific duration or interfere with or otherwise restrict in any way the rights of the Corporation or any Corporate Affiliate employing such person or of the Participant, which rights are hereby expressly reserved by each, to terminate such person's employment at any time for any reason, with or without cause.

The provisions of the Plan shall be governed by the laws of the State of Delaware without resort to that State's conflict-of-laws rules. BOARD shall mean the Corporation's Board of Directors.

CASH EARNINGS shall mean i the regular base salary paid to a Participant by one or more Participating Companies during such individual's period of participation in one or more offering periods under the Plan plus ii all overtime payments, bonuses, commissions, profit-sharing distributions or other incentive-type payments received during such period. Such Cash Earnings shall be calculated before deduction of A any income or employment tax withholdings or B any contributions made by the Participant to any Code Section k salary deferral plan or any Code Section cafeteria benefit program now or hereafter established by the Corporation or any Corporate Affiliate.

However, Cash Earnings shall NOT include any contributions made by the Corporation or any Corporate Affiliate on the Participant's behalf to any employee benefit or welfare plan now or hereafter established other than Code Section k or Code Section contributions deducted from such Cash Earnings. CHANGE IN CONTROL shall mean a change in ownership of the Corporation pursuant to any of the following transactions: CODE shall mean the Internal Revenue Code ofas amended.

COMMON STOCK shall mean the Corporation's common stock. CORPORATE AFFILIATE shall mean any parent or subsidiary corporation of the Corporation as determined in accordance with Code Sectionwhether now existing or subsequently established. EFFECTIVE TIME shall mean the time at which the Underwriting Agreement is executed and the Common Stock priced for the initial public offering of such Common Stock. Any Corporate Affiliate that becomes a Participating Corporation after such Effective Time shall designate a subsequent Effective Time with respect to its employee-Participants.

ELIGIBLE EMPLOYEE shall mean any person who is employed by a Participating Corporation for earnings considered wages under Code Section a. FAIR MARKET VALUE per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: If there is no closing selling price for the Common Stock on the date in question, then the Fair Market Value shall be the closing selling price on the last preceding date for which such quotation exists.

The Participating Corporations in the Plan are listed in attached Schedule A. PLAN shall mean the Corporation's Employee Stock Purchase Plan, as set forth in this document.

PURCHASE DATE shall mean the last business day of each Purchase Interval. The initial Purchase Date shall be October 31, PURCHASE INTERVAL shall mean each successive six 6 -month period within a particular offering period at the end of which there shall be purchased shares of Common Stock on behalf of each Participant.

STOCK EXCHANGE shall mean either the American Stock Exchange or the New York Stock Exchange.