Common use of Salary Contributions and Automatic Share Purchase Clause in Contracts

Salary Contributions and Automatic Share Purchase.  Subject to the limits below, as part of the enrolment process you will be required to elect the cash amount you wish to contribute to the ESPP each pay period from your “net” salary (this means after tax and deductions). This amount will be fixed from the start of the Offer Period and (subject to the annual limit checks) cannot normally be amended – however, you can stop or restart your contributions at any time (see below).  Subject to your participation levels in previous offerings of the ESPP, you can contribute a minimum of USD 10 (or your local currency equivalent) and up to a maximum of 10% of your “gross” base salary (this means before tax and deductions) per pay period across all ESPP plans that are running and in which you participate. This is limited to no more than USD 25,000 (or your local currency equivalent) per calendar year to the extent you have capacity available under rule 8.1(b) of the ESPP. Additional limits on payrolls deductions and/or minimum salary rules imposed by legislation may apply in certain countries.  For the purpose of the 10% limit your salary information will be based as at 31 December preceding the date of the Offer.  Contributions will be deducted each pay period from your “net” salary, and by applying to join the ESPP, you authorise your employer to deduct the amount chosen by you in the enrolment portal from your net salary each payroll between March 2021 and February 2023 (inclusive) (the “Contribution Period”) for the purposes of your participation in the ESPP.  At the end of the Offer Period (or earlier in certain circumstances – see below), your right to acquire Shares will be automatically actioned. This means that the maximum number of Shares to which you are entitled (based on the terms of this Agreement and the interaction of the various limits imposed under this ESPP (or other relevant legislation imposed in your country) with the total contributions you make over the Contribution Period) will be transferred or issued to you and your total contributions will be applied on your behalf in payment for such Shares. If you do not wish for this to happen, you must follow the process to withdraw from the ESPP so that your withdrawal is effective before the end of the Offer Period – see below.  Any contribution which is insufficient to buy a whole Share will be applied towards the purchase of a fractional Share.  The total Shares acquired (subject to any deductions for taxes – see below) will be delivered to your online account as soon as practicable following the end of the Offer Period (or earlier where your right to acquire Shares is actioned early – see below).  These Shares will be held in your online account until you ask for them to be sold or transferred to you or your nominee.  You can stop or restart your contributions at any time during the Contribution Period by notifying your local payroll department, but you cannot make up any missed contributions. Any notice to stop or restart deductions will normally take effect within 30 days of receipt of such notice, or such later date as your local payroll department may specify.  If you leave employment with the Group you will not be able to make any further contributions and your participation in the ESPP will cease. What happens to your accumulated contributions then will depend on the reason you are leaving: o If you leave employment for one of the reasons set out in rule 11.3(a) or (c) of the ESPP rules, you will normally2 be asked in advance of your cessation of employment whether you would like to use your accumulated contributions to acquire Shares during the three month period following cessation of your employment. If you indicate that you would like to acquire Shares, this will be actioned on your behalf. If you do not positively indicate that you would like to acquire Shares, your right to acquire Shares will automatically lapse on your cessation of employment and your contributions will be returned to you as soon as practicable. o If you die, your personal representatives will normally2 be able to positively elect to use your accumulated contributions to acquire Shares during the three month period following your death. o If you leave employment for any reason other than those set out in rule 11.3 of the ESPP rules, your right to acquire Shares will automatically lapse and your contributions will be returned to you as soon as practicable.  If any of the events set out in rule 19.1 to 19.5 of the ESPP rules (which deal with takeovers and other corporate events relating to Micro Focus) occur, your employer’s obligation to make deductions from your salary under this Agreement will normally end immediately and your right to acquire Shares shall be automatically actioned upon such event, unless the provisions of 19.6 (voluntary or compulsory exchange of rights to acquire Shares in certain circumstances) or 19.7 (lapse of right to acquire Shares in certain circumstances) of the ESPP rules apply. Where your right to acquire Shares lapses pursuant to rule 19.7, you will be deemed to have withdrawn from the ESPP (see below).  In the event that that the ESPP is terminated in accordance with rule 14 of the ESPP rules, your employer’s obligation to make deductions from your salary under this Agreement will end immediately. The Committee may determine that your right to acquire Shares shall be automatically actioned in part. To the extent your contributions are not applied in the acquisition of Shares, they will be returned to you as soon as practicable.

Appears in 1 contract

Samples: www.computershare.com

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Salary Contributions and Automatic Share Purchase. Subject to the limits below, as part of the enrolment process you will be required to elect the cash amount you wish to contribute to the ESPP each pay period from your “net” salary (this means after tax and deductions). This amount will be fixed from the start of the Offer Period and (subject to the annual limit checks) cannot normally be amended – however, you can stop or restart your contributions at any time (see below). Subject to your participation levels in previous offerings of the ESPP, you can contribute a minimum of USD 10 (or your local currency equivalent) and up to a maximum of 10% of your “gross” base salary (this means before tax and deductions) per pay period across all ESPP plans that are running and in which you participate. This is limited to no more than USD 25,000 (or your local currency equivalent) per calendar year to the extent you have capacity available under rule 8.1(b) of the ESPP. Additional limits on payrolls deductions and/or minimum salary rules imposed by legislation may apply in certain countries. For the purpose of the 10% limit your salary information will be based as at 31 December 17 June preceding the date of the Offer. Contributions will be deducted each pay period from your “net” salary, and by applying to join the ESPP, you authorise your employer to deduct the amount chosen by you in the enrolment portal from your net salary each payroll between March 2021 September 2022 and February 2023 August 2024 (inclusive) (the “Contribution Period”) for the purposes of your participation in the ESPP. At the end of the Offer Period (or earlier in certain circumstances – see below), your right to acquire Shares will be automatically actioned. This means that the maximum number of Shares to which you are entitled (based on the terms of this Agreement and the interaction of the various limits imposed under this ESPP (or other relevant legislation imposed in your country) with the total contributions you make over the Contribution Period) will be transferred or issued to you and your total contributions will be applied on your behalf in payment for such Shares. If you do not wish for this to happen, you must follow the process to withdraw from the ESPP so that your withdrawal is effective before the end of the Offer Period – see below. Any contribution which is insufficient to buy a whole Share will be applied towards the purchase of a fractional Share. The total Shares acquired (subject to any deductions for taxes – see below) will be delivered to your online account as soon as practicable following the end of the Offer Period (or earlier where your right to acquire Shares is actioned early – see below). These Shares will be held in your online account until you ask for them to be sold or transferred to you or your nominee. You can stop or restart your contributions at any time during the Contribution Period by notifying your local payroll department, but you cannot make up any missed contributions. Any notice to stop or restart deductions will normally take effect within 30 days of receipt of such notice, or such later date as your local payroll department may specify. If you leave employment with the Group you will not be able to make any further contributions and your participation in the ESPP will cease. What happens to your accumulated contributions then will depend on the reason you are leaving: o If you leave employment for one of the reasons set out in rule 11.3(a) or (c) of the ESPP rules, you will normally2 be asked in advance of your cessation of employment whether you would like to use your accumulated contributions to acquire Shares during the three month period following cessation of your employment. If you indicate that you would like to acquire Shares, this will be actioned on your behalf. If you do not positively indicate that you would like to acquire Shares, your right to acquire Shares will automatically lapse on your cessation of employment and your contributions will be returned to you as soon as practicable. o If you die, your personal representatives will normally2 be able to positively elect to use your accumulated contributions to acquire Shares during the three month period following your death. o If you leave employment for any reason other than those set out in rule 11.3 of the ESPP rules, your right to acquire Shares will automatically lapse and your contributions will be returned to you as soon as practicable. If any of the events set out in rule 19.1 to 19.5 of the ESPP rules (which deal with takeovers and other corporate events relating to Micro Focus) occur, your employer’s obligation to make deductions from your salary under this Agreement will normally end immediately and your right to acquire Shares shall be automatically actioned upon such event, unless the provisions of 19.6 (voluntary or compulsory exchange of rights to acquire Shares in certain circumstances) or 19.7 (lapse of right to acquire Shares in certain circumstances) of the ESPP rules apply. Where your right to acquire Shares lapses pursuant to rule 19.7, you will be deemed to have withdrawn from the ESPP (see below). In the event that that the ESPP is terminated in accordance with rule 14 of the ESPP rules, your employer’s obligation to make deductions from your salary under this Agreement will end immediately. The Committee may determine that your right to acquire Shares shall be automatically actioned in part. To the extent your contributions are not applied in the acquisition of Shares, they will be returned to you as soon as practicable.

Appears in 1 contract

Samples: microsites.computershare.com

Salary Contributions and Automatic Share Purchase. Subject to the limits below, as part of the enrolment process you will be required to elect the cash amount you wish to contribute to the ESPP each pay period from your “net” salary (this means after tax and deductions). This amount will be fixed from the start of the Offer Period and (subject to the annual limit checks) cannot normally be amended – however, you can stop or restart your contributions at any time (see below). Subject to your participation levels in previous offerings of the ESPP, you can contribute a minimum of USD 10 (or your local currency equivalent) and up to a maximum of 10% of your “gross” base salary (this means before tax and deductions) per pay period across all ESPP plans that are running and in which you participate. This is limited to no more than USD 25,000 (or your local currency equivalent) per calendar year to the extent you have capacity available under rule 8.1(b) of the ESPP. Additional limits on payrolls deductions and/or minimum salary rules imposed by legislation may apply in certain countries. For the purpose of the 10% limit your salary information will be based as at 31 December preceding the date of the Offer. Contributions will be deducted each pay period from your “net” salary, and by applying to join the ESPP, you authorise your employer to deduct the amount chosen by you in the enrolment portal from your net salary each payroll between March 2021 2022 and February 2023 2024 (inclusive) (the “Contribution Period”) for the purposes of your participation in the ESPP. At the end of the Offer Period (or earlier in certain circumstances – see below), your right to acquire Shares will be automatically actioned. This means that the maximum number of Shares to which you are entitled (based on the terms of this Agreement and the interaction of the various limits imposed under this ESPP (or other relevant legislation imposed in your country) with the total contributions you make over the Contribution Period) will be transferred or issued to you and your total contributions will be applied on your behalf in payment for such Shares. If you do not wish for this to happen, you must follow the process to withdraw from the ESPP so that your withdrawal is effective before the end of the Offer Period – see below. Any contribution which is insufficient to buy a whole Share will be applied towards the purchase of a fractional Share. The total Shares acquired (subject to any deductions for taxes – see below) will be delivered to your online account as soon as practicable following the end of the Offer Period (or earlier where your right to acquire Shares is actioned early – see below). These Shares will be held in your online account until you ask for them to be sold or transferred to you or your nominee. You can stop or restart your contributions at any time during the Contribution Period by notifying your local payroll department, but you cannot make up any missed contributions. Any notice to stop or restart deductions will normally take effect within 30 days of receipt of such notice, or such later date as your local payroll department may specify. If you leave employment with the Group you will not be able to make any further contributions and your participation in the ESPP will cease. What happens to your accumulated contributions then will depend on the reason you are leaving: o If you leave employment for one of the reasons set out in rule 11.3(a) or (c) of the ESPP rules, you will normally2 be asked in advance of your cessation of employment whether you would like to use your accumulated contributions to acquire Shares during the three month period following cessation of your employment. If you indicate that you would like to acquire Shares, this will be actioned on your behalf. If you do not positively indicate that you would like to acquire Shares, your right to acquire Shares will automatically lapse on your cessation of employment and your contributions will be returned to you as soon as practicable. o If you die, your personal representatives will normally2 be able to positively elect to use your accumulated contributions to acquire Shares during the three month period following your death. o If you leave employment for any reason other than those set out in rule 11.3 of the ESPP rules, your right to acquire Shares will automatically lapse and your contributions will be returned to you as soon as practicable. If any of the events set out in rule 19.1 to 19.5 of the ESPP rules (which deal with takeovers and other corporate events relating to Micro Focus) occur, your employer’s obligation to make deductions from your salary under this Agreement will normally end immediately and your right to acquire Shares shall be automatically actioned upon such event, unless the provisions of 19.6 (voluntary or compulsory exchange of rights to acquire Shares in certain circumstances) or 19.7 (lapse of right to acquire Shares in certain circumstances) of the ESPP rules apply. Where your right to acquire Shares lapses pursuant to rule 19.7, you will be deemed to have withdrawn from the ESPP (see below). In the event that that the ESPP is terminated in accordance with rule 14 of the ESPP rules, your employer’s obligation to make deductions from your salary under this Agreement will end immediately. The Committee may determine that your right to acquire Shares shall be automatically actioned in part. To the extent your contributions are not applied in the acquisition of Shares, they will be returned to you as soon as practicable.

Appears in 1 contract

Samples: Participant Agreement

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Salary Contributions and Automatic Share Purchase. Subject to the limits below, as part of the enrolment process you will be required to elect the cash amount you wish to contribute to the ESPP each pay period month from your “net” salary (this means after tax and deductions). This amount will be fixed from the start of the Offer Period and (subject to the annual limit checks) cannot normally be amended – however, you can stop or restart your contributions at any time (see below). Subject to your participation levels in previous offerings of the ESPP, you can contribute a minimum of USD 10 (or your local currency equivalent) equivalent of £10 and up to a maximum of 10% of your “gross” base salary (this means before tax and deductions) per pay period month across all ESPP plans that are running and in which you participate. This is limited to no more than USD 25,000 (or your local currency equivalent) per calendar year to the extent you have capacity available under rule 8.1(b) of the ESPPannum. Additional limits on payrolls deductions and/or minimum salary rules imposed by legislation may apply in certain countries. For the purpose of the 10% limit your salary information will be based as at 31 December 17 June preceding the date of the Offer. Contributions will be deducted each pay period monthly from your “net” salary, and by applying to join the ESPP, you authorise your employer to deduct the amount chosen by you in the enrolment portal from your net salary each payroll month between March 2021 September 2022 and February 2023 August 2024 (inclusive) (the “Contribution Period”) for the purposes of your participation in the ESPP. • Each month (or as soon as practicable thereafter) your contribution will be converted from your local currency into Pounds Sterling (“GBP”) using a spot exchange rate on the day of conversion and held by Computershare in a non-interest bearing account until it is used to purchase Shares in accordance with the terms of this Agreement. • At the end of the Offer Period (or earlier in certain circumstances – see below), your right to acquire Shares will be automatically actioned. This means that the maximum number of Shares to which you are entitled (based on the terms of this Agreement and the interaction of the various limits imposed under this ESPP (or other relevant legislation imposed in your country) with the total contributions you make over the Contribution Period) will be transferred or issued to you and your total contributions will be applied on your behalf in payment for such Shares. If you do not wish for this to happen, you must follow the process to withdraw from the ESPP so that your withdrawal is effective before the end of the Offer Period – see below. Any contribution which is insufficient to buy a whole Share will be applied towards the purchase of a fractional Share. The total Shares acquired (subject to any deductions for taxes – see below) will be delivered to your online account SPA as soon as practicable following the end of the Offer Period (or earlier where your right to acquire Shares is actioned early – see below). These Shares will be held in your online account SPA until you ask for them to be sold or transferred to you or your nominee. You can stop or restart your contributions at any time during the Contribution Period by notifying your local payroll department, but you cannot make up any missed contributions. Any notice to stop or restart deductions will normally take effect within 30 days of receipt of such notice, or such later date as your local payroll department may specify. If you leave employment with the Group you will not be able to make any further contributions and your participation in the ESPP will cease. Your accumulated contributions will be returned from Computershare to Micro Focus for processing. What happens to your accumulated contributions then will depend on the reason you are leaving: o If you leave employment for one of the reasons set out in rule 11.3(a) or (c) of the ESPP rules, you will normally2 be asked in advance of your cessation of employment whether you would like to use your accumulated contributions to acquire Shares during the three month period following cessation of your employment. If you indicate that you would like to acquire Shares, this will be actioned on your behalf. If you do not positively indicate that you would like to acquire Shares, your right to acquire Shares will automatically lapse on your cessation of employment and your contributions will be returned to you as soon as practicable. o If you die, your personal representatives will normally2 be able to positively elect to use your accumulated contributions to acquire Shares during the three month period following your death. o If you leave employment for any reason other than those set out in rule 11.3 of the ESPP rules, your right to acquire Shares will automatically lapse and your contributions will be returned to you as soon as practicable. If any of the events set out in rule 19.1 to 19.5 of the ESPP rules (which deal with takeovers and other corporate events relating to Micro Focus) occur, your employer’s obligation to make deductions from your salary under this Agreement will normally end immediately and your right to acquire Shares shall be automatically actioned upon such event, unless the provisions of 19.6 (voluntary or compulsory exchange of rights to acquire Shares in certain circumstances) or 19.7 (lapse of right to acquire Shares in certain circumstances) of the ESPP rules apply. Where your right to acquire Shares lapses pursuant to rule 19.7, you will be deemed to have withdrawn from the ESPP (see below). In the event that that the ESPP is terminated in accordance with rule 14 of the ESPP rules, your employer’s obligation to make deductions from your salary under this Agreement will end immediately. The Committee may determine that your right to acquire Shares shall be automatically actioned in part. To the extent your contributions are not applied in the acquisition of Shares, they will be returned to you as soon as practicable. • As all contributions are being converted to, and held in, GBP, whilst your full GBP contribution fund will be returned to you in local currency in the circumstances set out above, due to currency fluctuation, this may be less or more in local currency than was originally collected from you.

Appears in 1 contract

Samples: microsites.computershare.com

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