Common use of Acceptance and Agreement by Participant Clause in Contracts

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's policies, as in effect from time to time, relating to the administration of the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATURE: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources Name: Xxxxxx X. Xxxxxx * The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under Company policy or legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other program. This Appendix constitutes part of the Equity Award Agreement (the "Agreement") and is applicable to the deferred stock award (the "Award") summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the Award. The Award is denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "shares" or "Citigroup stock"). The "Company", for purposes of this Agreement, shall mean Citigroup and its subsidiaries.

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's policies, as in effect from time to time, relating to the administration of the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATURE: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources Name: Xxxxxx X. Xxxxxx * The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under Company policy or legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other program. CITIGROUP INC. EXECUTIVE OPTION GRANT AGREEMENT APPENDIX This Appendix constitutes part of the Equity Award Executive Option Grant Agreement (the "Agreement") and is applicable to the deferred stock option award (the "Award") summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the Awardnon-qualified stock option (the "Option"), granted to Participant, as described in the Award Summary on page 1. The Award is All Options are denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "shares" or "Citigroup stock"). The "Company", for purposes of this Agreement, shall mean Citigroup and its subsidiaries.

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's ’s policies, as in effect from time to time, relating to the administration of the Program and the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATURE[SIGNATURE][ACCEPTANCE]: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources ________________________ __________________________ [Name] Name: Xxxxxx X. Xxxxxx * [Title] GEID: *The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, and including restrictions or a potential waiver of your rights that may apply pursuant to provisions of the Emergency Economic Stabilization Act of 2008, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under Company policy or legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other program. This Appendix constitutes part of the Equity Award Agreement (the "“Agreement"”) and is applicable to the deferred stock 2009 Executive Premium Price Stock Option Program award (the "Award") summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the Awardnon-qualified stock option grant (an “Option”) made to Participant under the Program, as described in the Award Summary on page 1. The Award is Option grants are hereinafter referred to as “Awards”. All Awards are denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "“shares" ” or "“Citigroup stock"”). The "“Company"”, for purposes of this Agreement, shall mean Citigroup and its subsidiariessubsidiaries that participate in the Program, except where provided otherwise herein.

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's policies, as in effect from time to time, relating to the administration of the Program and the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATURE[SIGNATURE][ACCEPTANCE]: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources [Name] Name: Xxxxxx X. Xxxxxx * [Title] GEID: *The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under Company policy or legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other programCITIGROUP INC. EQUITY AWARD AGREEMENT APPENDIX This Appendix constitutes part of the Equity Award Agreement (the "Agreement") and is applicable to the deferred stock award (the "Award"[EQUITY AWARD PROGRAM NAME] award(s) summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the Awardrestricted or deferred stock award, and/or non-qualified stock option grant (an "Option"), made to Participant under the Program, as described in the Award Summary on page 1. The Award is Restricted or deferred stock awards and Option grants are hereinafter referred to as "Awards". All Awards are denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "shares" or "Citigroup stock"). The "Company", for purposes of this Agreement, shall mean Citigroup and its subsidiariessubsidiaries that participate in the Program, except where provided otherwise herein.

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's ’s policies, as in effect from time to time, relating to the administration of the Program and the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATUREACCEPTANCE: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources [Name] Name: Xxxxxx X. Xxxxxx * [Title] GEID: *The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, and including restrictions or a potential waiver of your rights that may apply pursuant to provisions of the Emergency Economic Stabilization Act of 2008, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under Company policy or legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other program. CITI LONG-TERM RESTRICTED STOCK AWARD AGREEMENT APPENDIX This Appendix constitutes part of the Equity Award Agreement (the "“Agreement"”) and is applicable to the deferred stock Long-Term Restricted Stock Program award (the "Award") summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the restricted or deferred stock award (the “Award”) made to Participant under the Program, as described in the Award Summary on page 1. The Award is All Awards are denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "“shares" ” or "“Citigroup stock"”). The "“Company"”, for purposes of this Agreement, shall mean Citigroup and its subsidiariessubsidiaries that participate in the Program, except where provided otherwise herein.

Acceptance and Agreement by Participant. I hereby accept the award described above, and agree to be bound by the terms, conditions, and restrictions of such award as set forth in this Agreement, including the Appendix, and in the Prospectus (acknowledging hereby that I have read and that I understand such documents), the Plan and Citigroup's policies, as in effect from time to time, relating to the administration of the Program and the Plan. I understand that vesting is conditioned upon continuous employment with the Company, and that an Award may be cancelled if there is a break in or termination of my employment with the Company. CITIGROUP INC. PARTICIPANT'S SIGNATURE: By: /s/ XXXX XXXXXXXX /s/ XXXXXX X. XXXXXX Xxxx XxXxxxxx Head of Human Resources [Name] Name: Xxxxxx X. Xxxxxx [Title] GEID: * The terms, conditions and restrictions applicable to your award, including what happens in the event of a termination or suspension of your employment, are contained in this Agreement, which includes the Appendix hereto, and are also summarized in the Prospectus. The Award is also subject to any modifications, limitations, adjustments or clawback provisions required under the Emergency Economic Stabilization Act of 2008, as amended, agreements between the Company policy or and the United States Treasury Department and/or the Federal Deposit Insurance Corporation, Company policy, other legal, regulatory or governmental requirements, stock exchange listing requirements, or that are required to enable the Company to qualify for any government loan, subsidy, investment or other program. CITIGROUP INC. EMPLOYEE OPTION GRANT AGREEMENT APPENDIX This Appendix constitutes part of the Equity Award Employee Option Grant Agreement (the "Agreement") and is applicable to the deferred stock Executive Option Grant Program award (the "Award") summarized on the first page of this Agreement. This Appendix is part of the Agreement and sets forth the terms and conditions and other information applicable to the Awardnon-qualified stock option (the "Option"), granted to Participant under the Program, as described in the Award Summary on page 1. The Award is All Options are denominated in shares of Citigroup common stock, par value $.01 per share (referred to herein as "shares" or "Citigroup stock"). The "Company", for purposes of this Agreement, shall mean Citigroup and its subsidiariessubsidiaries that participate in the Program, except where provided otherwise herein.