Common use of Covenants and Representations of Employee Clause in Contracts

Covenants and Representations of Employee. Employee represents, warrants, covenants and agrees with the Corporation as follows: (a) Employee has not relied upon the Corporation with respect to any tax consequences related to the Restricted Stock Units or shares of Common Stock subject thereto. Employee assumes full responsibility for all such tax consequences and the filing of all tax returns Employee may be required to file in connection therewith. (b) Employee will not distribute or resell any Common Stock (or other securities) issuable hereunder in violation of law. Employee shall comply with all provisions of the Corporation’s Securities Trading Policy, as in effect from time to time. (c) The agreements, representations, warranties and covenants made by Employee herein with respect to the Restricted Stock Units shall also extend to and apply to all of the shares of Common Stock issued to Employee from time to time pursuant to the Restricted Stock Units. Acceptance by Employee of any certificate representing shares of Common Stock shall constitute a confirmation by Employee that all such agreements, representations, warranties and covenants made herein continue to be true and correct at that time. (d) As a condition to receiving this award, Employee agrees to abide by the Corporation’s Equity Retention Policy, Compensation Recovery Policy and Stock Ownership Guidelines, each as in effect from time to time and to the extent applicable to Employee from time to time.

Covenants and Representations of Employee. Employee represents, warrants, covenants and agrees with the Corporation as follows: (a) Employee has not relied upon the Corporation with respect to any tax consequences related to the grant or sale of the Restricted Stock. Employee acknowledges that, as a result of the grant and vesting of Restricted Stock Units or shares and/or sale of Common Stock subject theretoShares, Employee may incur a substantial tax liability. Employee assumes full responsibility for all such tax consequences and the filing of all tax returns and elections Employee may be required or find desirable to file in connection therewith. (b) Employee will not distribute or resell any Common Restricted Stock (or other securities) issuable upon lapse of the restrictions hereunder in violation of law. Employee shall comply with all provisions of the Corporation’s Securities Trading PolicyPolicy and the Corporation’s Stock Ownership Guidelines, each as in effect from time to time. (c) The agreements, representations, warranties and covenants made by Employee herein with respect to the Restricted Stock Units shall also extend to and apply to all of the shares of Common Stock Shares issued to Employee from time to time pursuant to upon the Restricted Stock Unitslapse of the restrictions. Acceptance by Employee of any certificate representing shares of Common Stock Shares shall constitute a confirmation by Employee that all such agreements, representations, warranties and covenants made herein continue to be true and correct at that time. (d) As a condition to receiving this award, Employee agrees to abide by the Corporation’s Equity Retention Policy, Compensation Recovery Policy and Stock Ownership Guidelines, each as in effect from time to time and to the extent applicable to Employee from time to time.