South Africa. Terms and Conditions Notifications
South Africa. If the Territory is South Africa, the MicroStrategy con contracting entity on the order is MicroStrategy South Africa (Proprietary) Limited, whose registered office is at 1st Floor, Building 6, Parc Xxxxx Office Park, 3001 Xxxxxxx Xxxxx Drive, Bryanston, Johannesburg, Gauteng, South Africa, and the following terms apply:
(a) the Governing Law will be the laws of South Africa; and
(b) any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the parties’ relationship under it will be subject to the exclusive jurisdiction of the courts of High Court of South Africa; and
(c) the first sentence of the second paragraph of the “Data Protection” section of the General Terms is deleted and replaced with the following: “We have implemented appropriate technical, organizational, and security measures designed to safeguard and protect Protected Data provided by you to us and we may access, use and transfer such Protected Data to our affiliates and third parties (including those located outside of the European Economic Area and South Africa) only for the purposes of fulfilling our obligations and exercising our rights, providing information to you and complying with our legal and auditing requirements.”; and
(d) references to “CPI” in the Agreement will be deemed to refer to the Consumer Price Index for South Africa for the previous 12 months.
South Africa. Responsibility for Taxes. The following provision supplements Section 4 of this Agreement: You are required to immediately notify the Employer of the amount of any gain realized at vesting of the RSUs. If you fail to advise the Employer of such gain, you may be liable for a fine. Exchange Control Information. You are solely responsible for complying with applicable South African exchange control regulations, and neither the Company nor the Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. In particular, if you are a resident for exchange control purposes, you are required to obtain approval from the South African Reserve Bank for payments (including payment of proceeds from the sale of shares of Common Stock) that you receive into accounts based outside of South Africa (e.g., a U.S. brokerage account). Because the exchange control regulations change frequently and without notice, you should consult your legal advisor prior to the acquisition or sale of shares of Common Stock under the Plan to ensure compliance with current regulations. Labor Law Acknowledgment. This provision supplements Sections 2(g), 6 and 7 of the Agreement: By accepting the RSUs, you consent to participation in the Plan and acknowledge that you have received a copy of the Plan document. You understand and agree that, as a condition of the grant of the RSUs, except as provided for in Section 2 of the Agreement, your termination of employment for any reason (including for the reasons listed below) will automatically result in the forfeiture of any RSUs that have not vested on the date of your termination. In particular, you understand and agree that, unless otherwise provided in the Agreement, the RSUs will be forfeited without entitlement to the underlying shares of Common Stock or to any amount as indemnification in the event of a termination of your employment prior to vesting by reason of, including, but not limited to: resignation, disciplinary dismissal adjudged to be with cause, disciplinary dismissal adjudged or recognized to be without good cause (i.e., subject to a “despido improcedente”), individual or collective layoff on objective grounds, whether adjudged to be with cause or adjudged or recognized to be without cause, material modification of the terms of employment under Article 41 of the Workers’ Statute, relocation under Article 40 of the Workers’ Statute, Article 50 of the Workers’ Statute, unilateral withdrawal by...
South Africa. Tax Obligations
South Africa. Tax Acknowledgment Exchange Control Information
South Africa. If You are located in South Africa, the limitations and exclusions in sections B.3 and C.4.1 shall not apply: (i) to the extent that liability cannot be limited or excluded according to applicable law; (ii) in cases of willful misconduct and gross negligence; (iii) in cases of bodily injuries or death caused by Siemens’ negligence; or (iv) in cases of fraud or fraudulent misrepresentation.
South Africa. You are required to comply with South African exchange control regulations. This means that:
South Africa. If the Territory is South Africa, the MicroStrategy con contracting entity on the order is MicroStrategy South Africa (Proprietary) Limited, whose registered office is at Twickenham Building The Campus Cnr Sloane And Main Street, Bryanston 2191, Johannesburg, South Africa, and the following terms apply: (a) the Governing Law will be the laws of South Africa; and (b) any disputes, actions, claims or causes of action arising out of or in connection with this Agreement or the parties’ relationship under it will be subject to the exclusive jurisdiction of the courts of High Court of South Africa; and (c) the first sentence of the second paragraph of the “Data Protection” section of the General Terms is deleted and replaced with the following: “We have implemented appropriate technical, organizational, and security measures designed to safeguard and protect Protected Data provided by you to us and we may access, use and transfer such Protected Data to our affiliates and third parties (including those located outside of the European Economic Area and South Africa) only for the purposes of fulfilling our obligations and exercising our rights, providing information to you and complying with our legal and auditing requirements.”; and (d) references to “CPI” in the Agreement will be deemed to refer to the Consumer Price Index for South Africa for the previous 12 months.
South Africa. The Plan falls within the scope of international share incentive schemes approved by the Financial Surveillance Department of the South African Reserve Bank. Private individuals are allowed to participate in offshore share incentive or share option schemes, provided that such participation is financed in terms of the foreign capital allowance dispensation (i.e. the individual is limited to payment of R4million per annum for such participation) and/or from the proceeds of authorised foreign assets. Since the cost of the participation of an individual in the Plan will be charged to the South African employer, the acquisition of shares will have a direct impact on the country’s foreign exchange reserves, which means that the participation of the individual will be limited to the value of R4million per annum. Should an employee who qualifies in terms of the incentive scheme wish to acquire shares valued in excess of the amount of R4 million, payment thereof may be effected provided such shares are immediately disposed of and the full sale proceeds thereof transferred to South Africa in terms of Regulation 6.
South Africa. For purposes of this Agreement if You are transacting through the CitiFX Pulse product:
