Common use of Discretionary Nature and Acceptance of Award Clause in Contracts

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option hereunder, and any future grant of an option under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Optionthese Restricted Stock Units. Furthermore, this This Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Units [and Additional Restricted Units]. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Units [and Additional Restricted Units] granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Units [and Additional Restricted Units] hereunder, and any future grant of an option Restricted Units [or Additional Restricted Units] under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units, [the Additional Restricted Units] nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionGrowth Plan Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Growth Plan Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Growth Plan Units hereunder, and any future grant of an option Growth Plan Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Growth Plan Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that except as provided in Section 15, no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Stock Units [and Additional Restricted Stock Units]. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units [and Additional Restricted Stock Units] granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units [and Additional Restricted Stock Units] hereunder, and any future grant of an option Restricted Stock Units [or Additional Restricted Stock Units] under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units, [the Additional Restricted Stock Units] nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Stock Units . Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units, nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this AwardGrowth Plan Unit award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employera) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Stock Plan are not to be considered part of your salary or compensation under your employment with your local employer the Company for purposes of calculating any (i) severance, resignation, redundancy or other end of service termination related payments, vacation(ii) vacation amounts, bonuses(iii) bonus amounts, (iv) long-term service awards, indemnification, (v) pension or retirement benefits, or (vi) any other payments, benefits or rights of any kind. You hereby waive any and all rights to compensation or damages as a result of the termination of your employment with your local employer the Company for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Stock Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Stock Plan as a result of such termination. e. b) The grant of the Option Growth Plan Units hereunder, and any future grant of an option Growth Plan Units under the Stock Plan, is entirely voluntary, voluntary and at the complete and sole discretion of the Company. Neither the grant of the Option these Growth Plan Units nor any future grant of Growth Plan Units by the Company will shall be deemed to create any obligation to make grant any future grantsfurther Growth Plan Units, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basisand for any reason, to amend, suspend or terminate the Stock Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Units [and Additional Restricted Units]. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Units [and Additional Restricted Units] granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Units [and Additional Restricted Units] hereunder, and any future grant of an option Restricted Units [or Additional Restricted Units] under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units [, Additional Restricted Units] nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company (and not your local employer) is granting your OptionRestricted Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. (b) The Company may administer the Plan from outside your country of residence and that United States law will govern all options Restricted Units granted under the Plan. c. Benefits (c) That benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option Restricted Units hereunder, and any future grant of an option Restricted Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units nor any future grant of any Restricted Units by the Company will shall be deemed to create any obligation to make grant any future grantsfurther Restricted Units, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your rights hereunder. f. (f) The Plan will shall not be deemed to constitute, and will shall not be construed by you to constitute, part of the terms and conditions of employment. Neither the The Company nor your local employer will shall not incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company (and not your local employer) is granting your OptionRestricted Units [and Additional Restricted Units]. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. (b) The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Units [and Additional Restricted Units] granted under the Plan. c. (c) Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option Restricted Units [and Additional Restricted Units] hereunder, and any future grant of an option Restricted Units [or Additional Restricted Units] under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units, [the Additional Restricted Units] nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. (f) The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company (and not your local employer) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. (b) The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. (c) Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option hereunder, and any future grant of an option under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. (f) The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionPerformance Stock Units and Additional Performance Stock Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Performance Stock Units and Additional Performance Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination Termination of employment Service with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Performance Stock Units and Additional Performance Stock Units hereunder, and any future grant of an option Performance Stock Units or Additional Performance Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Performance Stock Units, the Additional Performance Stock Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Optionthese Performance Units. Furthermore, this This Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Performance Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Performance Units hereunder, and any future grant of an option Performance Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Performance Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, US.121147516.02 suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Optionthese Performance Units. Furthermore, this This Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Performance Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Performance Units hereunder, and any future grant of an option Performance Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Performance Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Stock Units and Additional Restricted Stock Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units and Additional Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination Termination of employment Service with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units and Additional Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units or Additional Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units, the Additional Restricted Stock Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination Termination of employment Service with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option hereunder, and any future grant of an option under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company Corporation (and not your local employer) is granting your Optionstock options. Furthermore, this Agreement agreement is not derived from any preexisting labor relationship between you and the CompanyCorporation, but rather from a mercantile relationship. b. (b) The Company may Corporation will administer the Plan from outside your country of residence and that United States law will govern all stock options granted under the Plan. c. Benefits (c) That benefits and rights provided under the Plan are wholly discretionary and, although provided by the CompanyCorporation, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option stock options hereunder, and any future grant of an option stock options under the Plan, is entirely voluntary, and at the complete discretion of the CompanyCorporation. Neither the grant of the Option stock options nor any future grant of any stock options by the Company will Corporation shall be deemed to create any obligation to make grant any future grantsfurther stock options, whether or not such a reservation is explicitly stated at the time of such a grant. The Company Corporation has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your rights hereunder. f. (f) The Plan will shall not be deemed to constitute, and will shall not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will The Corporation shall not incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you to constitute, an employment or labor relationship of any kind with the CompanyCorporation.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option hereunder, and any future grant of an option under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.. US.121152676.02

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your Optionthese Restricted Stock Units. Furthermore, this This Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder.. US.121153585.02 f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree the Employee agrees to be bound by the terms of this Agreement and acknowledge acknowledges that: a. The Company (and not your the local employer) is granting your OptionStock Options. Furthermore, this Agreement is not derived from any preexisting labor relationship between you the Employee and the Company, but rather from a mercantile relationship. b. The Company may will administer the Plan from outside your the Employee's country of residence and United States U.S. law will govern all options Stock Options granted under the Plan. c. Benefits That benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your the Employee's salary or compensation under your his or her employment with your the local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive The Employee waives any and all rights to compensation or damages as a result of the termination of employment with your the Employee's local employer for any reason whatsoever insofar as those rights result, result or may result, result from the loss or diminution in value of such rights under the Plan or your his or her ceasing to have any rights under, or ceasing to be entitled to any rights under, under the Plan as a result of such termination. e. The grant of the Option Stock Options, hereunder, and any future grant of an option Stock Options under the Plan, Plan is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Stock Options nor any future grant of Stock Options by the Company will shall be deemed to create any obligation to make grant any future grantsfurther Stock Options, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend suspend, or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your the Employee's rights hereunder. f. The Plan will shall not be deemed to constitute, and will shall not be construed by you to constituteas constituting, part of the terms and conditions of employment. Neither the The Company nor your local employer will shall not incur any liability of any kind to you the Employee as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you the Employee to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Stock Units and Additional Restricted Stock Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units and Additional Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination Termination of employment Service with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units and Additional Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units or Additional Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units, the Additional Restricted Stock Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree The Participant agrees to be bound by the terms of this Agreement and acknowledge acknowledges that: a. The Company (and not your local employer) Plan is granting your Option. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided established voluntarily by the Company, do it is discretionary in nature, and it may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Agreement; b. The award of Performance Awards is voluntary and occasional, and does not create any contractual or other right to receive future awards of Performance Awards, or benefits in lieu of Performance Awards, even if Performance Awards have been awarded repeatedly in the past; c. All decisions with respect to future awards, if any, will be at the sole discretion of the Company; d. Participant’s participation in the Plan is voluntary; e. Participant’s participation in the Plan shall not create a right to further employment with the Employer and shall not interfere with the ability of the Company or the Employer to terminate Participant’s employment at any time; f. The Award of the Performance Awards will be deemed accepted unless the Award is declined by way of written notice by the Participant within 30 days of the Award Date to the Chief Executive Officer of the Company (or if the Participant is the Chief Executive Officer, then to the Chief Financial Officer of the Company); g. Performance Awards are an extraordinary item that does not constitute regular compensation of any kind for services of any kind rendered to the Company or periodic payments.any subsidiary, and which is outside the scope of Participant’s employment or service contract, if any; d. h. The benefits and rights provided under the Plan Performance Awards are not to be considered part of your normal or expected compensation or salary or compensation under your employment with your local employer for purposes of any purposes, including, but not limited to, calculating any severance, resignation, redundancy or other termination, redundancy, end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefitsor welfare benefits or similar payments and in no event should be considered as compensation for, or relating in any other paymentsway to, benefits past services for the Company or rights of any kind. You waive any and all rights to compensation or damages as a result of subsidiary; i. In the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from event the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option hereunder, and any future grant of Participant is not an option under the Plan, is entirely voluntary, and at the complete discretion employee of the Company. Neither , the grant of the Option nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, Performance Awards and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation Participant’s participation in the Plan will not be interpreted to form an employment or service contract or relationship with the Company; and furthermore, the Performance Awards and Participant’s participation in the Plan will not be interpreted to form an employment or service contract with any subsidiary of the Company; j. The future value of the underlying Shares is unknown and cannot be predicted with certainty; k. In consideration of the award of the Performance Awards, no claim or entitlement to compensation or damages shall arise from termination of the Performance Awards or diminution in value of the Performance Awards, or Shares acquired upon vesting of the Performance Awards, resulting from termination of Participant’s employment by the Company or any subsidiary (for any reason whatsoever and whether or not in breach of local labor laws) and in consideration of the award of the Performance Awards, Participant irrevocably releases the Company and any subsidiary from any such claim that may arise; if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by acknowledging and agreeing to or signing the Notice of Grant, Participant shall be deemed irrevocably to constitutehave waived his or her right to pursue or seek remedy for any such claim or entitlement; l. In the event of termination of Participant’s employment (whether or not in breach of local labor laws), Participant’s right to receive Performance Awards under the Plan and to vest in such Performance Awards, if any, will terminate effective as of the date that Participant is no longer actively employed and will not be deemed extended by you any notice period mandated under local law (e.g., active employment would not include a period of “garden leave” or similar period pursuant to constitutelocal law); the Administrator shall have the exclusive discretion to determine when Participant is no longer actively employed for purposes of this Agreement; m. The Company is not providing any tax, an employment legal or labor relationship financial advice, nor is the Company making any recommendations regarding Participant’s participation in the Plan or Participant’s acquisition or sale of the underlying Shares; and n. Participant is hereby advised to consult with Participant’s own personal tax, legal and financial advisors regarding Participant’s participation in the Plan before taking any kind with action related to the CompanyPlan.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company (and not your local employer) is granting your OptionRestricted Units [and Dividend Shares]. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. (b) The Company may administer the Plan from outside your country of residence and United States law will shall govern all options Restricted Units [and Dividend Shares] granted under the Plan. c. (c) Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option Restricted Units [and Dividend Shares] hereunder, and any future grant of an option Restricted Units [and Dividend Shares] under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units [, Dividend Shares] nor any future grant by the Company will shall be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your rights hereunder. f. (f) The Plan will shall not be deemed to constitute, and will shall not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will shall incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree the Participant agrees to be bound by the terms of this Agreement and acknowledge acknowledges that: a. The Company (and not your the local employer) is granting your OptionRestricted Stock Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you the Participant and the Company, but rather from a mercantile relationship. b. The Company may will administer the Plan from the United States or such other country that may be outside your the Participant's country of residence and United States law the laws of the State of New York (without regard to its choice of laws provisions) will govern all options Restricted Stock Units granted under the Plan. c. Benefits That benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your the Participant's salary or compensation under your his or her employment with your the local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive The Participant waives any and all rights to compensation or damages as a result of the termination of employment with your the Participant's local employer for any reason whatsoever insofar as those rights result, result or may result, result from the loss or diminution in value of such rights under the Plan or your his or her ceasing to have any rights under, or ceasing to be entitled to any rights under, under the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units, hereunder, and any future grant of an option Restricted Stock Units under the Plan, Plan is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units nor any future grant of Restricted Stock Units by the Company will shall be deemed to create any obligation to make grant any future grantsfurther Restricted Stock Units, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the rightright in its sole discretion, at any time and/or on an annual basis, to amend, suspend suspend, or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your the Participant's rights hereunder. f. The Plan will shall not be deemed to constitute, and will shall not be construed by you to constituteas constituting, part of the terms and conditions of employment. Neither the The Company nor your local employer will shall not incur any liability of any kind to you the Participant as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you the Participant to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company (and not your local employer) is granting your OptionRestricted Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. (b) The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Units granted under the Plan. c. (c) Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. (e) The grant of the Option Restricted Units hereunder, and any future grant of an option Restricted Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. (f) The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. (a) The Company Corporation (and not your local employer) is granting your Optionstock options. Furthermore, this Agreement agreement is not derived from any preexisting labor relationship between you and the CompanyCorporation, but rather from a mercantile relationship. b. (b) The Company may Corporation will administer the Plan from outside your country of residence and that United States law will govern all stock options granted under the Plan. c. Benefits (c) That benefits and rights provided under the Plan are wholly discretionary and, although provided by the CompanyCorporation, do not constitute regular or periodic payments. d. (d) The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination.. 172 e. (e) The grant of the Option stock options hereunder, and any future grant of an option stock options under the Plan, is entirely voluntary, and at the complete discretion of the CompanyCorporation. Neither the grant of the Option stock options nor any future grant of any stock options by the Company will Corporation shall be deemed to create any obligation to make grant any future grantsfurther stock options, whether or not such a reservation is explicitly stated at the time of such a grant. The Company Corporation has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will shall adversely affect your rights hereunder. f. (f) The Plan will shall not be deemed to constitute, and will shall not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will The Corporation shall not incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. (g) Participation in the Plan will shall not be deemed to constitute, and will shall not be deemed by you to constitute, an employment or labor relationship of any kind with the CompanyCorporation.

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionGrowth Plan Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Growth Plan Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Growth Plan Units hereunder, and any future grant of an option Growth Plan Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Growth Plan Units nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you except as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.provided in

Discretionary Nature and Acceptance of Award. By accepting this Award, you agree to be bound by the terms of this Agreement and acknowledge that: a. The Company (and not your local employer) is granting your OptionRestricted Stock Units. Furthermore, this Agreement is not derived from any preexisting labor relationship between you and the Company, but rather from a mercantile relationship. b. The Company may administer the Plan from outside your country of residence and United States law will govern all options Restricted Stock Units granted under the Plan. c. Benefits and rights provided under the Plan are wholly discretionary and, although provided by the Company, do not constitute regular or periodic payments. d. The benefits and rights provided under the Plan are not to be considered part of your salary or compensation under your employment with your local employer for purposes of calculating any severance, resignation, redundancy or other end of service payments, vacation, bonuses, long-term service awards, indemnification, pension or retirement benefits, or any other payments, benefits or rights of any kind. You waive any and all rights to compensation or damages as a result of the termination of employment with your local employer for any reason whatsoever insofar as those rights result, or may result, from the loss or diminution in value of such rights under the Plan or your ceasing to have any rights under, or ceasing to be entitled to any rights under, the Plan as a result of such termination. e. The grant of the Option Restricted Stock Units hereunder, and any future grant of an option Restricted Stock Units under the Plan, is entirely voluntary, and at the complete discretion of the Company. Neither the grant of the Option Restricted Stock Units, nor any future grant by the Company will be deemed to create any obligation to make any future grants, whether or not such a reservation is explicitly stated at the time of such a grant. The Company has the right, at any time and/or on an annual basis, to amend, suspend or terminate the Plan; provided, however, that no such amendment, suspension, or termination will adversely affect your rights hereunder. f. The Plan will not be deemed to constitute, and will not be construed by you to constitute, part of the terms and conditions of employment. Neither the Company nor your local employer will incur any liability of any kind to you as a result of any change or amendment, or any cancellation, of the Plan at any time. g. Participation in the Plan will not be deemed to constitute, and will not be deemed by you to constitute, an employment or labor relationship of any kind with the Company.