Common use of South Africa Clause in Contracts

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: By accepting the grant of the Award, Participant agrees that, immediately upon vesting and settlement of the Units, Participant will notify the Employer of the amount of any gain realized. If Participant fails to advise the Employer of the gain realized upon vesting and settlement, Participant may be liable for a fine. Participant will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisions. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: By accepting the grant of the Award, Participant consents to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant understands that the Company has unilaterally, gratuitously, and discretionarily decided to grant Units under the Plan to individuals who may be employees of the Company or its Affiliates throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not bind the Company or any Affiliate, other than to the extent set forth in the Award Agreement. Consequently, Participant understands that the Units are granted on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are not a part of any employment contract (either with the Company or any Affiliate) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation), or any other right whatsoever. Further, Participant understands that, other than as may be expressly set forth under the Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with the Company or any of its Affiliates ceases. In addition, Participant understands that this Award would not be granted but for the assumptions and conditions referred to above; thus, 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 grant of or right to the Units shall be null and void. The Award is a conditional right to Shares and may be forfeited or affected by Participant’s termination of employment, as set forth in the Award Agreement. If Participant’s employment or service with the Company or an Affiliate terminates for any reason other than those reasons expressly set forth in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Units.

Appears in 1 contract

Samples: Restricted Stock Unit Global Award Agreement (Motorola Mobility Holdings, Inc)

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South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting this Option, the grant of the Award, Participant Employee agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon exercise of this Option. If Participant the Employee fails to advise the Employer of the gain realized upon vesting and settlementexercise, Participant the Employee may be liable for a fine. Participant The Employee will be solely responsible for paying any difference between the actual tax liability and the amount withheld by withheld. If the EmployerEmployee 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. SOUTH KOREA There are no country-specific provisionsThe Employee must also complete a transfer of funds application form to transfer the funds. The Tax Clearance Certificate should be presented to a dealer of the Exchange Control 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 signature of the Office of Receiver of Revenue of the South African Reserve Service. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting this Option, the grant of the Award, Participant consents Employee acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Options under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, Participant the Employee understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, Participant the Employee understands that, other than as may be expressly set forth under and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with future value of this Option and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, Participant the Employee understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, Participant 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 or right to the Units this Option shall be null and 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 “Due Date”), the 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 Participant’s termination any of employment, as set forth the means referred to in the Award Agreement. If Participant’s employment or service with The Employee authorizes the Company or an Affiliate terminates for Corporation to withhold the transfer of any reason other than those reasons expressly set forth shares unless and until the loan is repaid in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Unitsfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting the grant of the Award, Participant the Employee agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon vesting of the Award. If Participant the Employee fails to advise the Employer of the gain realized upon vesting and settlementvesting, Participant the Employee may be liable for a fine. Participant The Employee will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisionswithheld. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting the grant of the Award, Participant consents the Employee acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Awards under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, Participant the Employee understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, Participant the Employee understands that, other than as may be expressly set forth under 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 Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, Participant the Employee understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, Participant 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 or right to the Units Award shall be null and void. The Award is a conditional right to Shares and may be forfeited or affected by Participant’s termination of employment, as set forth in the Award Agreement. If Participant’s employment or service with the Company or an Affiliate terminates for any reason other than those reasons expressly set forth in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Units.UNITED KINGDOM

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: By accepting the grant of the Award, Participant agrees that, immediately upon vesting and settlement of the Units, Participant will notify the Employer of the amount of any gain realized. If Participant fails to advise the Employer of the gain realized upon vesting and settlement, Participant may be liable for a fine. Participant will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisions. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: By accepting the grant of the Award, Participant consents to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant understands that the Company has unilaterally, gratuitously, and discretionarily decided to grant Units under the Plan to individuals who may be employees of the Company or its Affiliates throughout the world. The decision is a limited decision that is entered into upon the express assumption and condition that any grant will not bind the Company or any Affiliate, other than to the extent set forth in the Award Agreement. Consequently, Participant understands that the Units are granted on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are not a part of any employment contract (either with the Company or any Affiliate) and shall not be considered a mandatory benefit, salary for any purpose (including severance compensation), or any other right whatsoever. Further, Participant understands that, other than as may be expressly set forth under the Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with the Company or any of its Affiliates ceases. In addition, Participant understands that this Award would not be granted but for the assumptions and conditions referred to above; thus, 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 grant of or right to the Units shall be null and void. The Award is a conditional right to Shares and may be forfeited or affected by Participant’s termination of employment, as set forth in the Award Agreement. If Participant’s employment or service with the Company or an Affiliate terminates for any reason other than those reasons expressly set forth in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Units.the

Appears in 1 contract

Samples: Restricted Stock Unit Global Award Agreement (Motorola Mobility Holdings, Inc)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting the grant of the Award, the Participant agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting and settlementvesting, the Participant may be liable for a fine. The Participant will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisionswithheld. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting the grant of the Award, the Participant consents acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. The Participant understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Awards under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, the Participant understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, the Participant understands that, other than as may be expressly set forth under 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 Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, the Participant understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, 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 or right to the Units Award shall be null and 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 “Due Date”), the amount of any uncollected Tax-Related Items shall constitute a conditional right loan owed by the Participant to Shares the Employer, effective on the Due Date. The Participant 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 Participant 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 Participant. In the event that the Participant is an officer or director, as defined above, and Tax-Related Items are not collected from or paid by the Participant by the Due Date, the amount of any uncollected Tax-Related Items may constitute a benefit to the Participant on which additional income tax and National Insurance Contributions may be forfeited payable. The Participant acknowledges the Corporation or affected the Employer may recover it at any time thereafter by Participant’s termination any of employment, as set forth the means referred to in the Award Agreement. If Participant’s employment or service with The Participant authorizes the Company or an Affiliate terminates for Corporation to withhold the transfer of any reason other than those reasons expressly set forth shares unless and until the loan is repaid in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Unitsfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting the grant of the Award, Participant the Employee agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon vesting of the Award. If Participant the Employee fails to advise the Employer of the gain realized upon vesting and settlementvesting, Participant the Employee may be liable for a fine. Participant The Employee will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisionswithheld. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting the grant of the Award, Participant consents the Employee acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Awards under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, Participant the Employee understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, Participant the Employee understands that, other than as may be expressly set forth under 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 Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, Participant the Employee understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, Participant 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 or right to the Units Award shall be null and void. The Award is a conditional right to Shares and may be forfeited or affected by Participant’s termination of employment, as set forth in the Award Agreement. If Participant’s employment or service with the Company or an Affiliate terminates for any reason other than those reasons expressly set forth in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Units.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

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South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting the grant of the Award, Participant the Employee agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon vesting of the Award. If Participant the Employee fails to advise the Employer of the gain realized upon vesting and settlementvesting, Participant the Employee may be liable for a fine. Participant The Employee will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisionswithheld. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting the grant of the Award, Participant consents the Employee acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Awards under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, Participant the Employee understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, Participant the Employee understands that, other than as may be expressly set forth under 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 Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, Participant the Employee understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, Participant 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 or right to the Units Award shall be null and 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 “Due Date”), the 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 Participant’s termination any of employment, as set forth the means referred to in the Award Agreement. If Participant’s employment or service with The Employee authorizes the Company or an Affiliate terminates for Corporation to withhold the transfer of any reason other than those reasons expressly set forth shares unless and until the loan is repaid in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Unitsfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting the grant of the Award, the Participant agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting and settlementvesting, the Participant may be liable for a fine. The Participant will be solely responsible for paying any difference between the actual tax liability and the amount withheld by the Employer. SOUTH KOREA There are no country-specific provisionswithheld. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting the grant of the Award, the Participant consents acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. The Participant understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Awards under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, the Participant understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, the Participant understands that, other than as may be expressly set forth under 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 Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, the Participant understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, 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 or right to the Units Award shall be null and void. The Award is a conditional right to Shares and may be forfeited or affected by Participant’s termination of employment, as set forth in the Award Agreement. If Participant’s employment or service with the Company or an Affiliate terminates for any reason other than those reasons expressly set forth in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Units.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Responsibility for Taxes. This provision supplements Section 8 of the Award Agreement: Tax Acknowledgment By accepting this Option, the grant of the Award, Participant Employee agrees that, immediately upon vesting and settlement of the Units, Participant will to notify the Employer of the amount of any gain realizedrealized upon exercise of this Option. If Participant the Employee fails to advise the Employer of the gain realized upon vesting and settlementexercise, Participant the Employee may be liable for a fine. Participant The Employee will be solely responsible for paying any difference between the actual tax liability and the amount withheld by withheld. If the EmployerEmployee 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. SOUTH KOREA There are no country-specific provisionsThe Employee must also complete a transfer of funds application form to transfer the funds. The Tax Clearance Certificate should be presented to a dealer of the Exchange Control 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 signature of the Office of Receiver of Revenue of the South African Reserve Service. SPAIN No Special Employment or Similar Rights. This provision supplements Sections 11 and 12 of the Award Agreement: Labor Law Acknowledgment By accepting this Option, the grant of the Award, Participant consents Employee acknowledges that he or she understands and agrees to participation in the Plan and acknowledges that he or she has received a copy of the Plan. Participant The Employee understands that the Company Corporation has unilaterally, gratuitously, gratuitously and discretionarily discretionally decided to grant Units Options under the Plan to individuals who may be employees of the Company Corporation or its Affiliates throughout the world. The decision is a 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 Affiliate, other than to the extent set forth in the Award Agreementof its Affiliates on an ongoing basis. Consequently, Participant the Employee understands that the Units are granted any grant is given on the assumption and condition that the Units and any Shares acquired upon vesting of the Units are it shall not become a part of any employment contract (either with the Company Corporation or any Affiliateof its Affiliates) and shall not be considered a mandatory benefit, salary for any purpose purposes (including severance compensation), ) or any other right whatsoever. Further, Participant the Employee understands that, other than as may be expressly set forth under and freely accepts that there is no guarantee that any benefit whatsoever shall arise from any gratuitous and discretionary grant since the Award Agreement, Participant will not be entitled to continue vesting in any Units once Participant’s employment with future value of this Option and the Company or any of its Affiliates ceasesunderlying shares is unknown and unpredictable. In addition, Participant the Employee understands that this Award grant would not be granted made but for the assumptions and conditions referred to above; thus, Participant 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 or right to the Units this Option shall be null and 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 “Due Date”), the 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 Participant’s termination any of employment, as set forth the means referred to in the Award Agreement. If Participant’s employment or service with The Employee authorizes the Company or an Affiliate terminates for Corporation to withhold the transfer of any reason other than those reasons expressly set forth shares unless and until the loan is repaid in Sections 3(a) through (e) of the Award Agreement, including, without limitation, where (a) Participant is deemed to have been unfairly dismissed without good cause; (b) Participant terminates employment or service due to a change of work location, duties or any other employment or contractual condition; or (c) Participant terminates employment or service due to the Company’s or any of its Affiliates’ unilateral breach of contract, Participant’s unvested Units shall be automatically forfeited upon termination of Participant’s employment or service. The Company will not be obligated to pay Participant any consideration whatsoever for such forfeited Unitsfull.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

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