Common use of Recipient’s Undertakings Clause in Contracts

Recipient’s Undertakings. In signing this Award Agreement and accepting the RSU, the Recipient acknowledges that: (a) The Plan and this Award were established voluntarily by the Company, each is discretionary in nature, and each may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Award Agreement; (b) The grant of RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the past or future; (c) All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) The Recipient's participation in the Plan and receipt and acceptance of the Award is voluntary; (e) RSUs are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Recipient's employer, and RSUs are outside the scope of the Recipient's employment contract, if any; (f) RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Recipient's employer; (g) The future value of the underlying Award Shares is unknown and cannot be predicted with certainty; (h) The value of the Award Shares underlying the RSUs may increase or decrease in value during the period from the Award Date to the Vesting Date; (i) In consideration of the grant of RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Award Shares received upon vesting of RSUs resulting from termination of the Recipient's employment by the Company or the Recipient's employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Recipient irrevocably releases the Company and his or her employer from any such claim that may arise; and if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Award Agreement, the Recipient shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; and (j) Further, if the Recipient ceases to be an employee (whether or not in breach of local labor laws), the Recipient's right to receive RSUs and vest under the Award Agreement or Plan, if any, will terminate effective as of the date that the Recipient is no longer actively employed by the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "garden leave" or similar period pursuant to local law); and the Compensation Committee of the Company's Board of Directors shall have the exclusive discretion to determine when the Recipient is no longer actively employed for purposes of this Award Agreement and the Plan.

Recipient’s Undertakings. In signing this Award Agreement and accepting the RSU, the Recipient acknowledges that: (a) The Plan and this Award were established voluntarily by the Company, each is discretionary in nature, and each may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Award Agreement; (b) The grant of RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the past or future; (c) All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) The Recipient's ’s participation in the Plan and receipt and acceptance of the Award is voluntary; (e) RSUs are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Recipient's ’s employer, and RSUs are outside the scope of the Recipient's ’s employment contract, if any; (f) RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Recipient's employerCompany; (g) The future value of the underlying Award Shares is unknown and cannot be predicted with certainty; (h) The value of the Award Shares underlying the RSUs may increase or decrease in value during the period from the Award Date to the Vesting Date; (i) In consideration of the grant of RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Award Shares received upon vesting of RSUs resulting from termination of the Recipient's employment ’s service as a director by the Company or the Recipient's employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Recipient irrevocably releases the Company and his or her employer from any such claim that may arise; and if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Award Agreement, the Recipient shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; and (j) Further, if the Recipient ceases to be an employee a director of the Company (whether or not in breach of local labor laws), the Recipient's ’s right to receive RSUs and vest under the Award Agreement or Plan, if any, will terminate effective as of the date that the Recipient is no longer actively employed by a director of the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "“garden leave" ” or similar period pursuant to local law); and the Compensation Committee of the Company's ’s Board of Directors shall have the exclusive discretion to determine when the Recipient is no longer actively employed a director for purposes of this Award Agreement and the Plan.

Recipient’s Undertakings. In signing this Award Agreement and accepting the RSU, the Recipient acknowledges that: (a) The Plan and this Award were established voluntarily by the Company, each is discretionary in nature, and each may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Award Agreement; (b) The grant of RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the past or future; (c) All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) The Recipient's ’s participation in the Plan and receipt and acceptance of the Award is voluntary; (e) RSUs are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Recipient's ’s employer, and RSUs are outside the scope of the Recipient's ’s employment contract, if any; (f) RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Recipient's ’s employer; (g) The future value of the underlying Award Shares is unknown and cannot be predicted with certainty; (h) The value of the Award Shares underlying the RSUs may increase or decrease in value during the period from the Award Grant Date to the Vesting Date; (i) In consideration of the grant of RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Award Shares received upon vesting of RSUs resulting from termination of the Recipient's ’s employment by the Company or the Recipient's ’s employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Recipient irrevocably releases the Company and his or her employer from any such claim that may arise; and if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Award Agreement, the Recipient shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; and (j) Further, if the Recipient ceases to be an employee (whether or not in breach of local labor laws), the Recipient's ’s right to receive RSUs and vest under the Award Agreement or Plan, if any, will terminate effective as of the date that the Recipient is no longer actively employed by the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "“garden leave" ” or similar period pursuant to local law); and the Compensation Committee of the Company's ’s Board of Directors shall have the exclusive discretion to determine when the Recipient is no longer actively employed for purposes of this Award Agreement and the Plan.

Recipient’s Undertakings. In signing this Award Agreement and accepting the RSU, the Recipient acknowledges that: (a) The Plan and this Award were established voluntarily by the Company, each is discretionary in nature, and each may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Award Agreement; (b) The grant of RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the past or future; (c) All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) The Recipient's ’s participation in the Plan and receipt and acceptance of the Award is voluntary; (e) RSUs are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Recipient's ’s employer, and RSUs are outside the scope of the Recipient's ’s employment contract, if any; (f) RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Recipient's employerCompany; (g) The future value of the underlying Award Shares is unknown and cannot be predicted with certainty; (h) The value of the Award Shares underlying the RSUs may increase or decrease in value during the period from the Award Grant Date to the Vesting Date; (i) In consideration of the grant of RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Award Shares received upon vesting of RSUs resulting from termination of the Recipient's employment ’s service as a director by the Company or the Recipient's employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Recipient irrevocably releases the Company and his or her employer from any such claim that may arise; and if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Award Agreement, the Recipient shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; and (j) Further, if the Recipient ceases to be an employee a director of the Company (whether or not in breach of local labor laws), the Recipient's ’s right to receive RSUs and vest under the Award Agreement or Plan, if any, will terminate effective as of the date that the Recipient is no longer actively employed by a director of the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "“garden leave" ” or similar period pursuant to local law); and the Compensation Committee of the Company's ’s Board of Directors shall have the exclusive discretion to determine when the Recipient is no longer actively employed a director for purposes of this Award Agreement and the Plan.

Recipient’s Undertakings. In signing this Award Agreement and accepting the RSU, the Recipient acknowledges that: (a) The Plan and this Award were established voluntarily by the Company, each is discretionary in nature, and each may be modified, amended, suspended or terminated by the Company at any time, unless otherwise provided in the Plan and this Award Agreement; (b) The grant of RSUs is voluntary and occasional and does not create any contractual or other right to receive future awards of RSUs, or benefits in lieu of RSUs even if RSUs have been awarded repeatedly in the past or future; (c) All decisions with respect to future grants of RSUs, if any, will be at the sole discretion of the Company; (d) The Recipient's ’s participation in the Plan and receipt and acceptance of the Award is voluntary; (e) RSUs are an extraordinary item that do not constitute compensation of any kind for services of any kind rendered to the Company or to the Recipient's ’s employer, and RSUs are outside the scope of the Recipient's ’s employment contract, if any; (f) RSUs are not part of normal or expected compensation or salary for any purpose, including, but not limited to, calculation of any severance, resignation, termination, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar payments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or the Recipient's ’s employer; (g) The future value of the underlying Award Shares is unknown and cannot be predicted with certainty; (h) The value of the Award Shares underlying the RSUs may increase or decrease in value during the period from the Award Date to the Vesting Date; (i) In consideration of the grant of RSUs, no claim or entitlement to compensation or damages arises from termination of the RSUs or diminution in value of the RSUs or Award Shares received upon vesting of RSUs resulting from termination of the Recipient's ’s employment by the Company or the Recipient's ’s employer (for any reason whatsoever and whether or not in breach of local labor laws) and the Recipient irrevocably releases the Company and his or her employer from any such claim that may arise; and if, notwithstanding the foregoing, any such claim is found by a court of competent jurisdiction to have arisen, then, by signing this Award Agreement, the Recipient shall be deemed irrevocably to have waived his or her entitlement to pursue such claim; and (j) Further, if the Recipient ceases to be an employee (whether or not in breach of local labor laws), the Recipient's ’s right to receive RSUs and vest under the Award Agreement or Plan, if any, will terminate effective as of the date that the Recipient is no longer actively employed by the Company and will not be extended by any notice period mandated under local law (e.g., active employment would not include a period of "“garden leave" ” or similar period pursuant to local law); and the Compensation Committee of the Company's ’s Board of Directors shall have the exclusive discretion to determine when the Recipient is no longer actively employed for purposes of this Award Agreement and the Plan.