Common use of Exercise and Payment of a SAR Clause in Contracts

Exercise and Payment of a SAR. To exercise any outstanding SAR, the Participant must provide written notice of exercise to the Company in compliance with the provisions of the Award Agreement evidencing such SAR or otherwise provided by the Company. The appreciation distribution payable on the exercise of a SAR will be not greater than an amount equal to the excess of (i) the aggregate Fair Market Value (on the date of the exercise of the SAR) of a number of Ordinary Shares equal to the number of Ordinary Shares equivalents in which the Participant is vested under such SAR, and with respect to which the Participant is exercising the SAR on such date, over (ii) the aggregate strike price of the number of Ordinary Shares equivalents with respect to which the Participant is exercising the SAR on such date. The appreciation distribution may be paid in Ordinary Shares, in cash, in any combination of the two or in any other form of consideration, as determined by the Board and contained in the Award Agreement evidencing such SAR and subject to applicable law.

Exercise and Payment of a SAR. To exercise any outstanding SAR, the Participant must provide written notice of exercise to the Company in compliance with the provisions of the Award Stock Appreciation Right Agreement evidencing such SAR or otherwise provided by the CompanySAR. The appreciation distribution payable on the exercise of a SAR will be not greater than an amount equal to the excess of (iA) the aggregate Fair Market Value (on the date of the exercise of the SAR) of a number of Ordinary Shares shares of Common Stock equal to the number of Ordinary Shares Common Stock equivalents in which the Participant is vested under such SAR, and with respect to which the Participant is exercising the SAR on such date, over (iiB) the aggregate strike price of the number of Ordinary Shares Common Stock equivalents with respect to which the Participant is exercising the SAR on such date. The appreciation distribution may be paid in Ordinary SharesCommon Stock, in cash, in any combination of the two or in any other form of consideration, as determined by the Board and contained in the Award Agreement evidencing such SAR and subject to applicable lawSAR.