Common use of South Africa Clause in Contracts

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx understands that the Company has unilaterally, gratuitously, and discretionally decided to distribute awards under the Plan to individuals who may be employees of the Company or its subsidiaries throughout the world. The decision is a temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grant. Consequently, Grantee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards shall be null and void and the Plan shall not have any effect whatsoever. Further, the RSU Award provides a conditional right to Shares and may be forfeited or affected by Xxxxxxx’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Form of Restricted Stock Unit Agreement (Fluor Corp)

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South Africa. Terms and Conditions There are no country-specific provisionsTax Withholding. This provision supplements the Tax Withholding section of the Award: By accepting the Award, Participant agrees to immediately notify the Employer of the amount of any gain realized upon vesting of the Restricted Stock Units. If Participant fails to advise the Employer of the gain realized at exercise, Participant may be liable for a fine. Participant will be responsible for paying any difference between the actual tax liability and the amount withheld. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx understands that Grantee must comply Participant is solely responsible for complying with applicable South African exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africaregulations. For RSUs, because Because no transfer of funds from South Africa is requiredrequired under the Award, no filing or reporting requirements should apply when the RSUs, if any, Restricted Stock Units are granted or when shares Award Shares are issued upon vesting and vesting/settlement of the RSUsRestricted Stock Units. Because However, since the Exchange Control Regulations exchange control regulations change frequently and without notice, Grantee understands that Grantee Participant should consult a his or her legal advisor prior to the purchase acquisition or sale of shares Award Shares acquired under the Plan to ensure compliance with current regulations. Xxxxxxx understands that As noted, it is XxxxxxxParticipant’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s the Employer will be liable for any fines or penalties resulting from Participant’s failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisionsAcknowledgment of Nature of Plan and Award. Notifications No Special Employment This provision supplements the Acknowledgment of Nature of Plan and Award section the Award: In accepting the Award, Participant consents to participate in the Plan and acknowledges that he or Similar Rightsshe has received a copy of the Plan. Xxxxxxx Participant understands that the Company has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Restricted Stock Units under the Plan to individuals who may be employees of the Company or its subsidiaries a Subsidiary or affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently Subsidiaries or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantaffiliates. Consequently, Grantee Participant understands that any grant is given the Restricted Stock Units are granted on the assumption and condition that it the Restricted Stock Units and the Award Shares issued upon vesting/settlement of the Restricted Stock Units shall not become a part of any employment contract (either with the Company or any of its subsidiariesSubsidiary or affiliate) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx Participant understands that this grant Award would not be made to Participant but for the assumptions and conditions referred to aboveherein; thus, Grantee Participant acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any the grant of awards these Restricted Stock Units shall be null and void and void. Notifications Exchange Control Information. Participant must declare the Plan shall not have acquisition of Award Shares to the Dirección General de Politica Comercial y de Inversiones Extranjeras (the “DGPCIE”) of the Ministerio de Economia for statistical purposes. Participant must also declare ownership of any effect whatsoeverShares with the Directorate of Foreign Transactions each January while the Award Shares are owned. Further, the RSU Award provides a conditional right to Shares and may be forfeited or affected by Xxxxxxx’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rightsIn addition, if anyParticipant wishes to import the ownership title of any Award Shares (i.e., share certificates) into Spain, he or she must declare the importation of such securities to the RSUs DGPCIE. When receiving foreign currency payments derived from the ownership of Award Shares (i.e., cash dividends or sale proceeds), Participant must inform the financial institution receiving the payment of the basis upon termination of employment shall be determined as set forth in which such payment is made. Participant will need to provide the Agreement, including, without limitation, where financial institution with the following information: (i) Grantee is considered to be unfairly dismissed without good causeParticipant’s name, address and fiscal identification number; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissalthe name and corporate domicile of the Company; (iii) Grantee terminates service due to a change the amount of work location, duties or any other employment or contractual conditionthe payment; or (iv) Grantee terminates service due to the Company’s or any currency used; (v) the country of its subsidiaries’ unilateral breach of contract.origin; (vi) the reasons for the payment; and (vii) additional information that may be required. SWEDEN There are no country-specific provisions. SWITZERLAND Notifications

Appears in 1 contract

Samples: www.sec.gov

South Africa. Terms and Conditions There are no country-specific provisionsWithholding Taxes. This provision supplements Section 7 of the Award Agreement: By accepting the Restricted Stock Units, Participant agrees to immediately notify the Employer of the amount of any gain realized upon vesting of the Restricted Stock Units. If Participant fails to advise the Employer of the gain realized at vesting, Participant may be liable for a fine. Participant will be responsible for paying any difference between the actual tax liability and the amount withheld. Notifications Exchange Control Information. To participate in Participant is responsible for complying with applicable South African exchange control regulations. Since the Plan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee Participant should consult a Participant’s legal advisor prior to the purchase acquisition or sale of shares Shares acquired under the Plan to ensure compliance with current regulations. Xxxxxxx understands that As noted, it is XxxxxxxParticipant’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer any Parent or Subsidiary will be liable for any fines or penalties resulting from Participant’s failure to comply with applicable laws. SPAIN Terms and Conditions There are no country6584426-specific provisionsv15\GESDMS Nature of Grant. Notifications No Special Employment or Similar RightsThis provision supplements Section 10 of the Award Agreement: By accepting the Restricted Stock Units, Participant consents to participation in the Plan and acknowledges that Participant has received a copy of the Plan. Xxxxxxx Participant understands that the Company has unilaterally, gratuitously, and discretionally in its sole discretion decided to distribute awards grant Restricted Stock Units under the Plan to individuals who may be employees of the Company or its subsidiaries Service Providers throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently Parent or in the futureSubsidiary, other than as specifically to the extent set forth in the Plan and the terms and conditions of Grantee’s RSU grantthis Award Agreement. Consequently, Grantee Participant understands that any grant is given the Restricted Stock Units are granted on the assumption and condition that it shall the Restricted Stock Units and any Shares acquired at vesting of the Restricted Stock Units are not become a part of any employment or service contract (either with the Company or any of its subsidiaries) Parent or Subsidiary), and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) ), or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx Participant understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee Participant acknowledges and freely accepts that that, should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards or right to the Restricted Stock Units shall be null and void and the Plan shall not have any effect whatsoevervoid. Further, except as otherwise provided in the RSU Plan and the Award provides Agreement, Participant understands that he or she will not be entitled to continue vesting in any Restricted Stock Units once Participant’s status as a conditional right to Shares and may Service Provider terminates. This will be forfeited or affected by Xxxxxxx’s the case, for example, even in the event of a termination of employmentParticipant’s status of a Service Provider by reason of, as set forth but not limited to, resignation, retirement, disciplinary dismissal adjudged to be with cause, disciplinary dismissal adjusted or recognized to be without cause, individual or collective dismissal or objective grounds, whether 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 the Employer and under Article 10.3 of the Royal Decree 1382/1985. Participant acknowledges that Participant has read and specifically accepts the vesting and termination conditions in the Award Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (Fortinet Inc)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in Tax Acknowledgment By accepting the PlanAward, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer Employee agrees to notify the Employer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued amount of any gain realized upon vesting and settlement of the RSUsAward. Because If the Exchange Control Regulations change frequently and without noticeEmployee fails to advise the Employer of the gain realized upon vesting, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will Employee may be liable for a fine. The Employee will be responsible for paying any fines or penalties resulting from failure to comply with applicable lawsdifference between the actual tax liability and the amount withheld. SPAIN Terms Labor Law Acknowledgment By accepting the Award, the Employee acknowledges that he or she understands and Conditions There are no country-specific provisionsagrees to participation in the Plan and that he or she has received a copy of the Plan. Notifications No Special Employment or Similar Rights. Xxxxxxx The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Awards under the Plan to individuals who may be employees of the Company Corporation or its subsidiaries Affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company Corporation or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantAffiliates on an ongoing basis. Consequently, Grantee the Employee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company Corporation or any of its subsidiariesAffiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee the Employee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards Award and the underlying shares is unknown and unpredictable. In addition, Xxxxxxx the Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee the Employee understands, acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards the Award shall be null and void and the Plan shall not have any effect whatsoevervoid. Further, the RSU Award provides a conditional right to Shares and may be forfeited or affected by Xxxxxxx’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.UNITED KINGDOM

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx Grantee understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx Grantee understands that it is XxxxxxxGrantee’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s your Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx Grantee understands that the Company has unilaterally, gratuitously, and discretionally decided to distribute awards under the Plan to individuals who may be employees of the Company or its subsidiaries throughout the world. The decision is a temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU option grant. Consequently, Grantee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx Grantee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards shall be null and void and the Plan shall not have any effect whatsoever. - 7 - Further, the RSU Award Option provides a conditional right to Shares and may be forfeited or affected by XxxxxxxGrantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, XxxxxxxGrantee’s rights, if any, to the RSUs Options upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Form of Option Agreement (Fluor Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s your Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx understands that the Company has unilaterally, gratuitously, and discretionally decided to distribute awards under the Plan to individuals who may be employees of the Company or its subsidiaries throughout the world. The decision is a temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU option grant. Consequently, Grantee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards shall be null and void and the Plan shall not have any effect whatsoever. - 7 - Further, the RSU Award Option provides a conditional right to Shares and may be forfeited or affected by XxxxxxxGrantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs Options upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Form of Option Agreement (Fluor Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx Grantee understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx Grantee understands that it is XxxxxxxGrantee’s responsibility to comply with South African exchange control laws, and neither the Company nor XxxxxxxGrantee’s Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx Grantee understands that the Company has unilaterally, gratuitously, and discretionally decided to distribute awards under the Plan to individuals who may be employees of the Company or its subsidiaries throughout the world. The decision is a temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grant. Consequently, Grantee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx Grantee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards shall be null and void and the Plan shall not have any effect whatsoever. Further, the RSU Award provides a conditional right to Shares and may be forfeited or affected by XxxxxxxGrantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, XxxxxxxGrantee’s rights, if any, to the RSUs upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Form of Restricted Stock Unit Agreement (Fluor Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the Plan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement of the RSUs. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s your Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx understands that the Company has unilaterally, gratuitously, and discretionally decided to distribute awards under the Plan to individuals who may be employees of the Company or its subsidiaries throughout the world. The decision is a temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU option grant. Consequently, Grantee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company or any of its subsidiaries) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation) or any other right whatsoever. Further, Grantee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards shall be null and void and the Plan shall not have any effect whatsoever. Further, the RSU Award Option provides a conditional right to Shares and may be forfeited or affected by XxxxxxxGrantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs Options upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contract.

Appears in 1 contract

Samples: Form of Option Agreement (Fluor Corp)

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South Africa. Terms Tax Acknowledgment By accepting this Option, the Employee agrees to notify the Employer of the amount of any gain realized upon exercise of this Option. If the Employee fails to advise the Employer of the gain realized upon exercise, the Employee may be liable for a fine. The Employee will be responsible for paying any difference between the actual tax liability and Conditions There are no country-specific provisionsthe amount withheld. Notifications Exchange Control InformationIf the Employee uses cash to exercise this Option and purchase shares, rather then a cashless exercise method, the Employee must first obtain a “Tax Clearance Certificate (in Respect of Foreign Investment)” from the South African Reserve Service. To participate in the Plan, Xxxxxxx understands that Grantee The Employee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no also complete a transfer of funds from South Africa is required, no filing or reporting requirements application form to transfer the funds. The Tax Clearance Certificate should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement be presented to a dealer of the RSUs. Because the Exchange Control Regulations change frequently Department of the South Africa Reserve Bank (it is likely that the Employee’s bank will qualify as such a dealer), together with a completed application form to transfer funds. No transfer of funds may be completed unless the original Tax Clearance Certificate bears the official stamp and without noticesignature of the Office of Receiver of Revenue of the South African Reserve Service. SPAIN Labor Law Acknowledgment By accepting this Option, Grantee the Employee acknowledges that he or she understands that Grantee should consult a legal advisor prior and agrees to the purchase or sale of shares under participation in the Plan to ensure compliance with current regulationsand that he or she has received a copy of the Plan. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Options under the Plan to individuals who may be employees of the Company Corporation or its subsidiaries Affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company Corporation or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantAffiliates on an ongoing basis. Consequently, Grantee the Employee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company Corporation or any of its subsidiariesAffiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee the Employee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of this Option and the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx the Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee the Employee understands, acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards this Option shall be null and void void. UNITED KINGDOM Tax Acknowledgment The following information supplements the information regarding Tax-Related Items in the Acknowledgment of Conditions section of the Award Agreement: If payment or withholding of the income tax due is not made within 90 days of the event giving rise to the Tax-Related Items or such other period specified in section 222(1)(c) of the U.K. Income Tax (Earnings and Xxxxxxxx) Xxx 0000 (the Plan shall not have any effect whatsoever. Further“Due Date”), the RSU Award provides amount of any uncollected Tax-Related Items shall constitute a conditional right loan owed by the Employee to Shares the Employer, effective on the Due Date. The Employee agrees that the loan will bear interest at the then-current Her Majesty’s Revenue and Customs (“HMRC”) official rate; it will be immediately due and repayable. Notwithstanding the foregoing, if the Employee is an officer or executive director (as within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of this provision will not apply to the Employee. In the event that the Employee is an officer or director, as defined above, and Tax-Related Items are not collected from or paid by the Employee by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to the Employee on which additional income tax and National Insurance Contributions may be forfeited payable. The Employee acknowledges the Corporation or affected the Employer may recover it at any time thereafter by Xxxxxxx’s termination any of employment, as set forth the means referred to in the Award Agreement. For avoidance The Employee authorizes the Corporation to withhold the transfer of doubt, Xxxxxxx’s rights, if any, to any shares unless and until the RSUs upon termination of employment shall be determined as set forth loan is repaid in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contractfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in Tax Acknowledgment By accepting the PlanAward, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer Employee agrees to notify the Employer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued amount of any gain realized upon vesting and settlement of the RSUsAward. Because If the Exchange Control Regulations change frequently and without noticeEmployee fails to advise the Employer of the gain realized upon vesting, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will Employee may be liable for a fine. The Employee will be responsible for paying any fines or penalties resulting from failure to comply with applicable lawsdifference between the actual tax liability and the amount withheld. SPAIN Terms Labor Law Acknowledgment By accepting the Award, the Employee acknowledges that he or she understands and Conditions There are no country-specific provisionsagrees to participation in the Plan and that he or she has received a copy of the Plan. Notifications No Special Employment or Similar Rights. Xxxxxxx The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Awards under the Plan to individuals who may be employees of the Company Corporation or its subsidiaries Affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company Corporation or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantAffiliates on an ongoing basis. Consequently, Grantee the Employee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company Corporation or any of its subsidiariesAffiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee the Employee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards Award and the underlying shares is unknown and unpredictable. In addition, Xxxxxxx the Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee the Employee understands, acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards the Award shall be null and void void. UNITED KINGDOM Tax Acknowledgment The following information supplements the information regarding Tax-Related Items in the Acknowledgment of Conditions section of the Award Agreement: If payment or withholding of the income tax due is not made within 90 days of the event giving rise to the Tax-Related Items or such other period specified in section 222(1)(c) of the U.K. Income Tax (Earnings and Xxxxxxxx) Xxx 0000 (the Plan shall not have any effect whatsoever. Further“Due Date”), the RSU Award provides amount of any uncollected Tax-Related Items shall constitute a conditional right loan owed by the Employee to Shares the Employer, effective on the Due Date. The Employee agrees that the loan will bear interest at the then-current Her Majesty’s Revenue and Customs (“HMRC”) official rate; it will be immediately due and repayable. Notwithstanding the foregoing, if the Employee is an officer or executive director (as within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of this provision will not apply to the Employee. In the event that the Employee is an officer or director, as defined above, and Tax-Related Items are not collected from or paid by the Employee by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to the Employee on which additional income tax and National Insurance Contributions may be forfeited payable. The Employee acknowledges the Corporation or affected the Employer may recover it at any time thereafter by Xxxxxxx’s termination any of employment, as set forth the means referred to in the Award Agreement. For avoidance The Employee authorizes the Corporation to withhold the transfer of doubt, Xxxxxxx’s rights, if any, to any shares unless and until the RSUs upon termination of employment shall be determined as set forth loan is repaid in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contractfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Terms Tax Acknowledgment By accepting this Option, the Employee agrees to notify the Employer of the amount of any gain realized upon exercise of this Option. If the Employee fails to advise the Employer of the gain realized upon exercise, the Employee may be liable for a fine. The Employee will be responsible for paying any difference between the actual tax liability and Conditions There are no country-specific provisionsthe amount withheld. Notifications Exchange Control InformationIf the Employee uses cash to exercise this Option and purchase shares, rather than a cashless exercise method, the Employee must first obtain a “Tax Clearance Certificate (in Respect of Foreign Investment)” from the South African Reserve Service. To participate in the Plan, Xxxxxxx understands that Grantee The Employee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no also complete a transfer of funds from South Africa is required, no filing or reporting requirements application form to transfer the funds. The Tax Clearance Certificate should apply when the RSUs, if any, are granted or when shares are issued upon vesting and settlement be presented to a dealer of the RSUs. Because the Exchange Control Regulations change frequently Department of the South Africa Reserve Bank (it is likely that the Employee’s bank will qualify as such a dealer), together with a completed application form to transfer funds. No transfer of funds may be completed unless the original Tax Clearance Certificate bears the official stamp and without noticesignature of the Office of Receiver of Revenue of the South African Reserve Service. SPAIN Labor Law Acknowledgment By accepting this Option, Grantee the Employee acknowledges that he or she understands that Grantee should consult a legal advisor prior and agrees to the purchase or sale of shares under participation in the Plan to ensure compliance with current regulationsand that he or she has received a copy of the Plan. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will be liable for any fines or penalties resulting from failure to comply with applicable laws. SPAIN Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or Similar Rights. Xxxxxxx The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Options under the Plan to individuals who may be employees of the Company Corporation or its subsidiaries Affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company Corporation or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantAffiliates on an ongoing basis. Consequently, Grantee the Employee understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company Corporation or any of its subsidiariesAffiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee the Employee understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of this Option and the awards and underlying shares is unknown and unpredictable. In addition, Xxxxxxx the Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee the Employee understands, acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards this Option shall be null and void void. UNITED KINGDOM Tax Acknowledgment The following information supplements the information regarding Tax-Related Items in the Acknowledgment of Conditions section of the Award Agreement: If payment or withholding of the income tax due is not made within 90 days of the event giving rise to the Tax-Related Items or such other period specified in section 222(1)(c) of the U.K. Income Tax (Earnings and Xxxxxxxx) Xxx 0000 (the Plan shall not have any effect whatsoever. Further“Due Date”), the RSU Award provides amount of any uncollected Tax-Related Items shall constitute a conditional right loan owed by the Employee to Shares the Employer, effective on the Due Date. The Employee agrees that the loan will bear interest at the then-current Her Majesty’s Revenue and Customs (“HMRC”) official rate; it will be immediately due and repayable. Notwithstanding the foregoing, if the Employee is an officer or executive director (as within the meaning of Section 13(k) of the U.S. Securities and Exchange Act of 1934, as amended), the terms of this provision will not apply to the Employee. In the event that the Employee is an officer or director, as defined above, and Tax-Related Items are not collected from or paid by the Employee by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to the Employee on which additional income tax and National Insurance Contributions may be forfeited payable. The Employee acknowledges the Corporation or affected the Employer may recover it at any time thereafter by Xxxxxxx’s termination any of employment, as set forth the means referred to in the Award Agreement. For avoidance The Employee authorizes the Corporation to withhold the transfer of doubt, Xxxxxxx’s rights, if any, to any shares unless and until the RSUs upon termination of employment shall be determined as set forth loan is repaid in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contractfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in Tax Acknowledgment By accepting the PlanAward, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the “Exchange Control Regulations”) in South Africa. For RSUs, because no transfer Participant agrees to notify the Employer of funds from South Africa is required, no filing or reporting requirements should apply when the RSUs, if any, are granted or when shares are issued amount of any gain realized upon vesting and settlement of the RSUsAward. Because If the Exchange Control Regulations change frequently and without noticeParticipant fails to advise the Employer of the gain realized upon vesting, Grantee understands that Grantee should consult a legal advisor prior to the purchase or sale of shares under the Plan to ensure compliance with current regulations. Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Company nor Xxxxxxx’s Employer will Participant may be liable for a fine. The Participant will be responsible for paying any fines or penalties resulting from failure to comply with applicable lawsdifference between the actual tax liability and the amount withheld. SPAIN Terms Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he or she understands and Conditions There are no country-specific provisionsagrees to participation in the Plan and that he or she has received a copy of the Plan. Notifications No Special Employment or Similar Rights. Xxxxxxx The Participant understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionally decided to distribute awards grant Awards under the Plan to individuals who may be employees of the Company Corporation or its subsidiaries Affiliates throughout the world. The decision is a temporary limited decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Company Corporation or any of its subsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s RSU grantAffiliates on an ongoing basis. Consequently, Grantee the Participant understands that any grant is given on the assumption and condition that it shall not become a part of any employment contract (either with the Company Corporation or any of its subsidiariesAffiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation) or any other right whatsoever. Further, Grantee the Participant understands and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the future value of the awards Award and the underlying shares is unknown and unpredictable. In addition, Xxxxxxx the Participant understands that this grant would not be made but for the assumptions and conditions referred to above; thus, Grantee the Participant understands, acknowledges and freely accepts that should any or all of the assumptions be mistaken or should any of the conditions not be met for any reason, then any grant of awards the Award shall be null and void and the Plan shall not have any effect whatsoever. Further, the RSU Award provides a conditional right to Shares and may be forfeited or affected by Xxxxxxx’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the RSUs upon termination of employment shall be determined as set forth in the Agreement, including, without limitation, where (i) Grantee is considered to be unfairly dismissed without good cause; (ii) Grantee is dismissed for disciplinary or objective reasons or due to a collective dismissal; (iii) Grantee terminates service due to a change of work location, duties or any other employment or contractual condition; or (iv) Grantee terminates service due to the Company’s or any of its subsidiaries’ unilateral breach of contractvoid.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

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