Mandatory Sale Restriction. Due to local regulatory requirements, you agree that the Company may force the sale of any shares of Stock to be issued to you upon settlement of the Award. The sale may occur (i) immediately upon vesting, (ii) following your Termination of Service, (iii) following your transfer outside of China, or (iv) within any other timeframe the Company determines to be necessary or advisable to comply with local regulatory requirements. You agree that you must maintain any shares of Stock acquired under the Plan in an account at a broker designated by the Company (“Designated Account”). All such shares of Stock deposited in the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (or such other period as determined by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized to instruct its designated broker to assist with the mandatory sale of such shares of Stock (on your behalf pursuant to this authorization) and you expressly authorize the Company’s designated broker to complete the sale of such shares of Stock. You acknowledge that the Company’s designated broker is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the sale of the shares of Stock, the Company agrees to pay you the cash proceeds from the sale, less any brokerage fees or commissions and subject to any obligation to satisfy Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the Plan, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements set forth in this Addendum, as determined by the Company in its sole discretion. The Company reserves the right to suspend your participation in the Plan or take such other measures as it deems necessary or advisable to comply with local laws and regulations.
Appears in 4 contracts
Samples: Solicitation and Confidentiality Agreement (Walgreens Boots Alliance, Inc.), Award Agreement (Walgreens Boots Alliance, Inc.), Restricted Stock Unit Award Agreement (Walgreens Boots Alliance, Inc.)
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the PRC, you agree Participant understands and agrees that Prologis reserves the Company may force right to require the automatic sale of any shares of Stock issuable to be issued Participant upon vesting of the Restricted Stock Units and Dividend Equivalent Units. Participant understands and agrees that any automatic sale of the shares of Stock will occur as soon as is practical following settlement of the Restricted Stock Units. If Prologis does not exercise its right to you require the automatic sale of Stock issuable upon settlement of the Award. The sale may occur Restricted Stock Units and Dividend Equivalent Units, as described above, Participant understands and agrees that any Stock acquired by Participant under the Plan must be sold no later than six (i6) immediately upon vesting, (ii) following your months after Participant’s Termination of Service, (iii) following your transfer outside of ChinaDate, or (iv) within any other timeframe such time frame as may be permitted by Prologis or required by the Company determines to be necessary or advisable to comply with local regulatory requirementsPRC State Administration of Foreign Exchange. You agree Participant understands that you must maintain any shares of Stock acquired by Participant under the Plan in an account that have not been sold by within six (6) months of Participant’s termination date will be automatically sold by Prologis’ designated broker at a broker designated by the Company direction of Prologis. In this regard, Participant hereby expressly authorizes (“Designated Account”). All such shares of Stock deposited in i) Prologis to instruct the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (or such other period as determined by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized to instruct its designated broker Broker to assist with the a mandatory sale of such shares of Stock (on your Participant’s behalf pursuant to this authorization), and (ii) and you expressly authorize the Company’s designated broker Designated Broker to complete the sale of such shares Stock at the direction of StockPrologis. You acknowledge Participant acknowledges and agrees that the Company’s designated broker Designated Xxxxxx is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the Participant understands and agrees that, upon any such sale of the shares of Stock, the Company agrees to pay you the cash sales proceeds from the sale, (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the PlanItems and/or broker’s fees or commissions) will be remitted to Participant in accordance with any applicable exchange control laws or regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this AddendumCountry Appendix for China below under “Exchange Control Restrictions.” Exchange Control Restrictions By accepting the Restricted Stock Units, as determined Participant understands and agrees that, due to PRC exchange control restrictions, Participant is not permitted to transfer any Stock acquired under the Plan out of Participant’s account established with the Designated Broker, and that Participant will be required to repatriate all proceeds from the sale of Stock due to Participant under the Plan to the PRC, including any proceeds from the sale of Stock acquired under the Plan. Further, Participant understands that such repatriation will need to be effected through a special exchange control account established by Prologis, the Employer, or a Related Company in its sole the PRC, and Participant hereby consents and agrees that the proceeds may be transferred to such special account prior to being delivered to Participant. The proceeds may be paid to Participant in U.S. dollars or in local currency, at Prologis’ discretion. The Company reserves If the right proceeds are paid in U.S. dollars, Participant understands that he or she will be required to suspend your participation set up a U.S. dollar bank account in the Plan PRC so that the proceeds may be deposited into this account. If the proceeds are paid in local currency, Participant acknowledges that neither Prologis nor any Related Company is under an obligation to secure any particular currency conversion rate and that Prologis (or take such other measures as it deems necessary or advisable a Related Company) may face delays in converting the proceeds to local currency due to exchange control requirements in the PRC. Participant agrees to bear any currency fluctuation risk between the time the shares of Stock are sold and the time the proceeds are converted into local currency and distributed to Participant. Participant further agrees to comply with local laws and regulations.any other requirements that may be imposed by Prologis in the future to facilitate compliance with PRC exchange control requirements. CZECH REPUBLIC
Appears in 2 contracts
Samples: Restricted Stock Unit Agreement (Prologis, L.P.), Restricted Stock Unit Agreement (Prologis, L.P.)
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the People’s Republic of China (“PRC”), you agree the Participant understands and agrees that the Company may force reserves the right to require the sale of any shares of Stock to be the Shares issued to you the Participant upon settlement vesting of the Award. The sale may occur , either (i) immediately upon vestingthe vesting of the Award, (ii) following your Termination no later than ninety (90) days after the date the Participant ceases to be an Employee of Service, (iii) following your transfer outside of Chinathe Company or a Related Entity or Affiliate, or (iviii) within any other timeframe the Company determines to such time frame as may be necessary or advisable to comply with local regulatory requirements. You agree that you must maintain any shares of Stock acquired under the Plan in an account at a broker designated permitted by the Company (“Designated Account”). All such shares of Stock deposited in the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (Company, or such other period as determined required by the Company in its sole discretion)PRC State Administration of Foreign Exchange, you must sell all shares of Stock acquired under subject to insider-trading restrictions and/or market-abuse laws. By accepting the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that Award, the Company is authorized to instruct its designated broker Designated Broker to assist with the a mandatory sale of such shares of Stock Shares (on your the Participant’s behalf pursuant to this authorization) ), subject to insider-trading restrictions and/or market-abuse laws, and you the Participant expressly authorize authorizes the Company’s designated broker Designated Broker to complete the sale of such shares Shares. Upon any such sale of Stockthe Shares, the proceeds, less any broker’s fees or commissions, will be remitted to me in accordance with any applicable exchange control laws and regulations. You acknowledge Omnibus Equity Incentive Plan - ISA Agreement - 14 Rev. Jun. 2023 Exchange Control Restrictions. By accepting the Award, the Participant understands and agrees that, due to exchange control laws in China, the Participant is not permitted to transfer any Shares acquired under the Plan out of the Participant’s account established with the Designated Broker, and that the Participant will be required to immediately repatriate all proceeds due to the Participants as a result of his or her participation in the Plan, including any proceeds from the sale of Shares acquired under the Plan to China. The Participant further understands that such repatriation of the proceeds will need to be effected through a special exchange control account established by the Company, the Employer, or an Affiliate in China, and the Participant hereby consents and agrees that the proceeds may be transferred to such special account prior to being delivered to the Participant in China. The proceeds may be paid in U.S. dollars or local currency at the Company’s designated broker discretion. If the proceeds are paid in U.S. dollars, the Participant understands that he or she may be required to set up a U.S. dollar bank account in China so that the proceeds may be deposited into this account. If the proceeds are converted to local currency, the Participant acknowledges that the Company is under no obligation to arrange for secure any particular currency conversion rate, and that it may face delays in converting the sale proceeds to local currency due to exchange control restrictions in China. The Participant acknowledges and agrees that he or she bears the risk of any currency conversion rate fluctuation between the date that the Shares are sold and the date of conversion of the shares of Stock at any particular priceproceeds to local currency. Upon the sale of the shares of Stock, the Company The Participant further agrees to pay you the cash proceeds from the sale, less comply with any brokerage fees or commissions and subject to any obligation to satisfy Tax-Related Items. You agree other requirements that if you sell shares of Stock that you acquire under the Plan, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements set forth in this Addendum, as determined be imposed by the Company in its sole discretion. The Company reserves the right future in order to suspend your participation facilitate compliance with exchange control requirements in the Plan or take such other measures as it deems necessary or advisable to comply with local laws and regulationsChina.
Appears in 1 contract
Samples: Incentive Stock Award Agreement (Cadence Design Systems Inc)
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the PRC, you agree Participant understands and agrees that Prologis reserves the Company may force right to require the automatic sale of any shares of Stock issuable to be issued Participant upon vesting of the Restricted Stock Units and Dividend Equivalent Units. Participant understands and agrees that any automatic sale of the shares of Stock will occur as soon as is practical following settlement of the Restricted Stock Units. If Prologis does not exercise its right to you require the automatic sale of Stock issuable upon settlement of the Award. The sale may occur Restricted Stock Units and Dividend Equivalent Units, as described above, Participant understands and agrees that any Stock acquired by Participant under the Plan must be sold no later than six (i6) immediately upon vesting, (ii) following your months after Participant’s Termination of Service, (iii) following your transfer outside of ChinaDate, or (iv) within any other timeframe such time frame as may be permitted by Prologis or required by the Company determines to be necessary or advisable to comply with local regulatory requirementsPRC State Administration of Foreign Exchange. You agree Participant understands that you must maintain any shares of Stock acquired by Participant under the Plan in an account that have not been sold by Participant within six (6) months of Participant’s Termination Date will be automatically sold by Prologis’ Designated Broker at a broker designated by the Company direction of Prologis. In this regard, Participant hereby expressly authorizes (“Designated Account”). All such shares of Stock deposited in i) Prologis to instruct the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (or such other period as determined by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized to instruct its designated broker Broker to assist with the a mandatory sale of such shares of Stock (on your Participant’s behalf pursuant to this authorization), and (ii) and you expressly authorize the Company’s designated broker Designated Broker to complete the sale of such shares Stock at the direction of StockPrologis. You acknowledge Participant acknowledges and agrees that the Company’s designated broker Designated Bxxxxx is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the Participant understands and agrees that, upon any such sale of the shares of Stock, the Company agrees to pay you the cash sales proceeds from the sale, (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the PlanItems and/or broker’s fees or commissions) will be remitted to Participant in accordance with any applicable exchange control laws or regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this AddendumCountry Appendix for China below under “Exchange Control Restrictions.” Exchange Control Restrictions By accepting the Restricted Stock Units, as determined Participant understands and agrees that, due to PRC exchange control restrictions, Participant is not permitted to transfer any Stock acquired under the Plan out of Participant’s account established with the Designated Broker, and that Participant will be required to repatriate all proceeds from the sale of Stock due to Participant under the Plan to the PRC, including any proceeds from the sale of Stock acquired under the Plan. Further, Participant understands that such repatriation will need to be effected through a special exchange control account established by Prologis, the Employer, or a Related Company in its sole the PRC, and Participant hereby consents and agrees that the proceeds may be transferred to such special account prior to being delivered to Participant. The proceeds may be paid to Participant in U.S. dollars or in local currency, at Prologis’ discretion. The Company reserves If the right proceeds are paid in U.S. dollars, Participant understands that he or she will be required to suspend your participation set up a U.S. dollar bank account in the Plan PRC so that the proceeds may be deposited into this account. If the proceeds are paid in local currency, Participant acknowledges that neither Prologis nor any Related Company is under an obligation to secure any particular currency conversion rate and that Prologis (or take such other measures as it deems necessary or advisable a Related Company) may face delays in converting the proceeds to local currency due to exchange control requirements in the PRC. Participant agrees to bear any currency fluctuation risk between the time the shares of Stock are sold and the time the proceeds are converted into local currency and distributed to Participant. Participant further agrees to comply with local laws and regulations.any other requirements that may be imposed by Prologis in the future to facilitate compliance with PRC exchange control requirements. CZECH REPUBLIC
Appears in 1 contract
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the People’s Republic of China (“PRC”), you agree Participant understands and agrees that Prologis reserves the Company may force right to require the automatic sale of any shares of Stock issuable to be issued Participant upon vesting of the Restricted Stock Units and Dividend Equivalent Units. Participant understands and agrees that any automatic sale of the shares of Stock will occur as soon as is practical following settlement of the Restricted Stock Units. If Prologis does not exercise its right to you require the automatic sale of Stock issuable upon settlement of the Award. The sale may occur Restricted Stock Units and Dividend Equivalent Units, as described above, Participant understands and agrees that any Stock acquired by Participant under the Plan must be sold no later than six (i6) immediately upon vesting, (ii) following your months after Participant’s Termination of Service, (iii) following your transfer outside of ChinaDate, or (iv) within any other timeframe such time frame as may be permitted by Prologis or required by the Company determines to be necessary or advisable to comply with local regulatory requirementsPRC State Administration of Foreign Exchange. You agree Participant understands that you must maintain any shares of Stock acquired by Participant under the Plan in an account at a broker designated that have not been sold by the Company within six (“Designated Account”). All such shares of Stock deposited in the Designated Account cannot be transferred out of that Designated Account. Within three (36) months after your Termination of Service for any reason (or such other period as determined Participant’s termination date will be automatically sold by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account Prologis’ designated broker at the expiration direction of Prologis. In this three regard, Participant hereby expressly authorizes (3i) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized Prologis to instruct its designated broker to assist with the a mandatory sale of such shares of Stock (on your Participant’s behalf pursuant to this authorization), and (ii) and you expressly authorize the Company’s E*TRADE (or any other broker designated broker by Prologis) to complete the sale of such shares Stock at the direction of StockPrologis. You acknowledge Participant acknowledges and agrees that the Company’s E*TRADE (or any other broker designated broker by Prologis) is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the Participant understands and agrees that, upon any such sale of the shares of Stock, the Company agrees to pay you the cash sales proceeds from the sale, (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the PlanItems and/or broker’s fees or commissions) will be remitted to Participant in accordance with any applicable exchange control laws or regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this AddendumCountry Appendix for China below under “Exchange Control Restrictions.” Exchange Control Restrictions By accepting the Restricted Stock Units, as determined Participant understands and agrees that, due to PRC exchange control restrictions, Participant is not permitted to transfer any Stock acquired under the Plan out of Participant’s account established with E*TRADE (or any other broker with which Prologis deposits the Stock upon vesting of the Restricted Stock Units and Dividend Equivalent Units), and that Participant will be required to immediately repatriate all proceeds from the sale of Stock due to Participant under the Plan to the PRC, including any proceeds from the sale of Stock acquired under the Plan. Further, Participant understands that such repatriation will need to be effected through a special exchange control account established by Prologis, the Employer, or a Related Company in its sole the PRC, and Participant hereby consents and agrees that the proceeds may be transferred to such special account prior to being delivered to Participant. The proceeds may be paid to Participant in U.S. dollars or in local currency, at Prologis’ discretion. The Company reserves If the right proceeds are paid in U.S. dollars, Participant understands that he or she will be required to suspend your participation set up a U.S. dollar bank account in the Plan PRC so that the proceeds may be deposited into this account. If the proceeds are paid in local currency, Participant acknowledges that neither Prologis nor any Related Company is under an obligation to secure any particular currency conversion rate and that Prologis (or take such other measures as it deems necessary or advisable a Related Company) may face delays in converting the proceeds to local currency due to exchange control requirements in the PRC. Participant agrees to bear any currency fluctuation risk between the time the shares of Stock are sold and the time the proceeds are converted into local currency and distributed to Participant. Participant further agrees to comply with local laws and regulations.any other requirements that may be imposed by Prologis in the future to facilitate compliance with PRC exchange control requirements. CZECH REPUBLIC
Appears in 1 contract
Mandatory Sale Restriction. Due Notwithstanding anything to local regulatory requirementsthe contrary in the Award Agreement, due to exchange control laws in the PRC, you understand and agree that the Company may force reserves the right to require the automatic and immediate sale of any shares of Stock to that may be issued to you upon settlement vesting of the AwardRSUs. The If the Company, in its discretion, does not exercise its right to require the automatic and immediate sale may occur (i) immediately of Stock issuable upon vestingvesting of the RSUs, (ii) following your Termination of Serviceas described above, (iii) following your transfer outside of China, or (iv) within any other timeframe the Company determines to be necessary or advisable to comply with local regulatory requirements. You you understand and agree that you must maintain any shares of Stock acquired by you under the Plan in an account at a broker designated by the Company must be sold no later than six (“Designated Account”). All such shares of Stock deposited in the Designated Account cannot be transferred out of that Designated Account. Within three (36) months after your Termination of Service for is terminated, or within any reason (or other such other period time frame as determined may be permitted by the Company in its sole discretion), you must sell all or required by SAFE. You understand that any shares of Stock acquired by you under the Plan. The Company Plan that have not been sold within six (6) months of your termination of Service will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined be automatically sold by the Company in its sole discretion)Company's designated broker pursuant to this authorization from you. You agree that the Company is authorized to instruct its designated broker to assist with the mandatory sale of such shares of Stock (on your behalf pursuant to this authorization) ), and you expressly authorize the Company’s designated such broker to complete the sale of such shares of Stock. You also agree to sign any agreements, forms and/or consents that may be reasonably requested by the Company (or the Company's designated broker) to effectuate the sale of the shares of Stock (including, without limitation, as to the transfers of the proceeds and other exchange control matters noted below) and shall otherwise cooperate with the Company with respect to such matters, provided that you will not be permitted to exercise any influence over how, when or whether the sale occurs. You acknowledge that the Company’s designated broker is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the sale of the shares of Stock, the Company agrees to pay you deliver or cause to be delivered the cash proceeds from the sale, sale (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if , brokerage fees or commissions) to you sell shares of Stock that you acquire under the Planin accordance with applicable exchange control laws and regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this Addendum, as determined by the Company in its sole discretion. The Company reserves the right to suspend your participation in the Plan or take such other measures as it deems necessary or advisable to comply with local laws and regulationsAddendum for China below under 'Exchange Control Restrictions.'
Appears in 1 contract
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the PRC, you agree Participant understands and agrees that Prologis reserves the Company may force right to require the automatic sale of any shares of Stock issuable to be issued Participant upon vesting of the Restricted Stock Units and Dividend Equivalent Units. Participant understands and agrees that any automatic sale of the shares of Stock will occur as soon as is practical following settlement of the Restricted Stock Units. Prologis, Inc. RSU Agreement (LTIP Unit Option) – Appendix 1 – February 2015 If Prologis does not exercise its right to you require the automatic sale of Stock issuable upon settlement of the Award. The sale may occur Restricted Stock Units and Dividend Equivalent Units, as described above, Participant understands and agrees that any Stock acquired by Participant under the Plan must be sold no later than six (i6) immediately upon vesting, (ii) following your months after Participant’s Termination of Service, (iii) following your transfer outside of ChinaDate, or (iv) within any other timeframe such time frame as may be permitted by Prologis or required by the Company determines to be necessary or advisable to comply with local regulatory requirementsPRC State Administration of Foreign Exchange. You agree Participant understands that you must maintain any shares of Stock acquired by Participant under the Plan in an account that have not been sold by Participant within six (6) months of Participant’s Termination Date will be automatically sold by Prologis’ Designated Broker at a broker designated by the Company direction of Prologis. In this regard, Participant hereby expressly authorizes (“Designated Account”). All such shares of Stock deposited in i) Prologis to instruct the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (or such other period as determined by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized to instruct its designated broker Broker to assist with the a mandatory sale of such shares of Stock (on your Participant’s behalf pursuant to this authorization), and (ii) and you expressly authorize the Company’s designated broker Designated Broker to complete the sale of such shares Stock at the direction of StockPrologis. You acknowledge Participant acknowledges and agrees that the Company’s designated broker Designated Xxxxxx is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the Participant understands and agrees that, upon any such sale of the shares of Stock, the Company agrees to pay you the cash sales proceeds from the sale, (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the PlanItems and/or broker’s fees or commissions) will be remitted to Participant in accordance with any applicable exchange control laws or regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this AddendumCountry Appendix for China below under “Exchange Control Restrictions.” Exchange Control Restrictions By accepting the Restricted Stock Units, as determined Participant understands and agrees that, due to PRC exchange control restrictions, Participant is not permitted to transfer any Stock acquired under the Plan out of Participant’s account established with the Designated Broker, and that Participant will be required to repatriate all proceeds from the sale of Stock due to Participant under the Plan to the PRC, including any proceeds from the sale of Stock acquired under the Plan. Further, Participant understands that such repatriation will need to be effected through a special exchange control account established by Prologis, the Employer, or a Related Company in its sole the PRC, and Participant hereby consents and agrees that the proceeds may be transferred to such special account prior to being delivered to Participant. The proceeds may be paid to Participant in U.S. dollars or in local currency, at Prologis’ discretion. The Company reserves If the right proceeds are paid in U.S. dollars, Participant understands that he or she will be required to suspend your participation set up a U.S. dollar bank account in the Plan PRC so that the proceeds may be deposited into this account. If the proceeds are paid in local currency, Participant acknowledges that neither Prologis nor any Related Company is under an obligation to secure any particular currency conversion rate and that Prologis (or take such other measures as it deems necessary or advisable a Related Company) may face delays in converting the proceeds to local currency due to exchange control requirements in the PRC. Participant agrees to bear any currency fluctuation risk between the time the shares of Stock are sold and the time the proceeds are converted into local currency and distributed to Participant. Participant further agrees to comply with local laws and regulations.any other requirements that may be imposed by Prologis in the future to facilitate compliance with PRC exchange control requirements. CZECH REPUBLIC
Appears in 1 contract
Mandatory Sale Restriction. Due to local regulatory requirementsexchange control restrictions in the PRC, you agree Participant understands and agrees that Prologis reserves the Company may force right to require the automatic sale of any shares of Stock issuable to be issued Participant upon vesting of the Restricted Stock Units and Dividend Equivalent Units. Participant understands and agrees that any automatic sale of the shares of Stock will occur as soon as is practical following settlement of the Restricted Stock Units. If Prologis does not exercise its right to you require the automatic sale of Stock issuable upon settlement of the Award. The sale may occur Restricted Stock Units and Dividend Equivalent Units, as described above, Participant understands and agrees that any Stock acquired by Participant under the Plan must be sold no later than six (i6) immediately upon vesting, (ii) following your months after Participant’s Termination of Service, (iii) following your transfer outside of ChinaDate, or (iv) within any other timeframe such time frame as may be permitted by Prologis or required by the Company determines to be necessary or advisable to comply with local regulatory requirementsPRC State Administration of Foreign Exchange. You agree Participant understands that you must maintain any shares of Stock acquired by Participant under the Plan in an account that have not been sold by within six (6) months of Participant’s termination date will be automatically sold by Prologis’ designated broker at a broker designated by the Company direction of Prologis. In this regard, Participant hereby expressly authorizes (“Designated Account”). All such shares of Stock deposited in i) Prologis to instruct the Designated Account cannot be transferred out of that Designated Account. Within three (3) months after your Termination of Service for any reason (or such other period as determined by the Company in its sole discretion), you must sell all shares of Stock acquired under the Plan. The Company will direct the automatic sale of any such shares of Stock remaining in the Designated Account at the expiration of this three (3) month period (or such other period as determined by the Company in its sole discretion). You agree that the Company is authorized to instruct its designated broker Broker to assist with the a mandatory sale of such shares of Stock (on your Participant’s behalf pursuant to this authorization), and (ii) and you expressly authorize the Company’s designated broker Designated Broker to complete the sale of such shares Stock at the direction of StockPrologis. You acknowledge Participant acknowledges and agrees that the Company’s designated broker Designated Xxxxxx is under no obligation to arrange for the sale of the shares of Stock at any particular price. Upon the Participant understands and agrees that, upon any such sale of the shares of Stock, the Company agrees to pay you the cash sales proceeds from the sale, (less any brokerage fees or commissions and subject to any obligation to satisfy applicable Tax-Related Items. You agree that if you sell shares of Stock that you acquire under the PlanItems and/or broker’s fees or commissions) will be remitted to Participant in accordance with any applicable exchange control laws or regulations including, but not limited to, the repatriation requirements described below shall apply. If you transfer to an Affiliate in China or transfer from an Affiliate in China to another Affiliate outside of China, you may become or remain subject to the requirements restrictions set forth in this Addendum, as determined by the Company in its sole discretion. The Company reserves the right to suspend your participation in the Plan or take such other measures as it deems necessary or advisable to comply with local laws and regulationsCountry Appendix for China below under “Exchange Control Restrictions.”
Appears in 1 contract