Common use of South Africa Clause in Contracts

South Africa. Tax Acknowledgment By accepting the Award, the Participant agrees to notify the Employer of the amount of any gain realized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting, the Participant may be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheld. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he or she understands and agrees to participation in the Plan and that he or she has received a copy of the Plan. The Participant understands that the Corporation has unilaterally, gratuitously and discretionally decided to grant Awards under the Plan to individuals who may be employees of the 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 Corporation or any of its Affiliates on an ongoing basis. Consequently, 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 Corporation or any of its Affiliates) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, 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 Award and the underlying shares is unknown and unpredictable. In addition, the Participant understands that this grant would not be 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 the Award shall be null and void.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

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South Africa. Tax Acknowledgment By accepting Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the AwardPlan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the Participant agrees “Exchange Control Regulations”) in South Africa. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to notify 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 your Employer of the amount of any gain realized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting, the Participant may will be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheldfines or penalties resulting from failure to comply with applicable laws. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or she understands and agrees to participation in the Plan and that he or she has received a copy of the PlanSimilar Rights. The Participant Xxxxxxx understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally decided to grant Awards distribute awards under the Plan to individuals who may be employees of the Corporation Company or its Affiliates subsidiaries throughout the world. The decision is a limited temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Corporation Company or any of its Affiliates on an ongoing basissubsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s option grant. Consequently, the Participant 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 Corporation Company or any of its Affiliatessubsidiaries) and shall not be considered a mandatory benefit, salary for any purposes purpose (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award awards and the underlying shares is unknown and unpredictable. In addition, the Participant Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 the Award any grant of awards shall be null and voidvoid and the Plan shall not have any effect whatsoever. - 7 - Further, the Option provides a conditional right to Shares and may be forfeited or affected by Grantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the 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 Tax Acknowledgment Withholding. This provision supplements the Tax Withholding section of the Award: By accepting the Award, the Participant agrees to immediately notify the Employer of the amount of any gain realized upon vesting of the AwardRestricted Stock Units. If the Participant fails to advise the Employer of the gain realized upon vestingat exercise, the Participant may be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheld. Notifications Exchange Control Information. Participant is solely responsible for complying with applicable South African exchange control regulations. Because no transfer of funds from South Africa is required under the Award, no filing or reporting requirements should apply when the Restricted Stock Units are granted or when Award Shares are issued upon vesting/settlement of the Restricted Stock Units. However, since the exchange control regulations change frequently and without notice, Participant should consult his or her legal advisor prior to the acquisition or sale of Award Shares acquired under the Plan to ensure compliance with current regulations. As noted, it is Participant’s responsibility to comply with South African exchange control laws, and neither the Company nor the Employer will be liable for any fines or penalties resulting from Participant’s failure to comply with applicable laws. SPAIN Labor Law Terms and Conditions Acknowledgment By of Nature of Plan and Award. This provision supplements the Acknowledgment of Nature of Plan and Award section the Award: In accepting the Award, the Participant acknowledges that he or she understands and agrees consents to participation participate in the Plan and acknowledges that he or she has received a copy of the Plan. The Participant understands that the Corporation Company has unilaterally, gratuitously and discretionally decided to grant Awards Restricted Stock Units under the Plan to individuals who may be employees of the Corporation Company or its Affiliates a Subsidiary or 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 Corporation Company or any of its Affiliates on an ongoing basisSubsidiaries or affiliates. Consequently, the 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 Corporation Company or any of its AffiliatesSubsidiary or affiliate) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, 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 Award and the underlying shares is unknown and unpredictable. In addition, the Participant understands that this grant Award would not be made to Participant but for the assumptions and conditions referred to aboveherein; 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 the Award grant of these Restricted Stock Units shall be null and void.. Notifications Exchange Control Information. Participant must declare the 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 Shares with the Directorate of Foreign Transactions each January while the Award Shares are owned. In addition, if Participant 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 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 which such payment is made. Participant will need to provide the financial institution with the following information: (i) Participant’s name, address and fiscal identification number; (ii) the name and corporate domicile of the Company; (iii) the amount of the payment; (iv) the currency used; (v) the country of 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. Tax Acknowledgment By accepting the Awardthis Option, the Participant Employee agrees to notify the Employer of the amount of any gain realized upon vesting exercise of the Awardthis Option. If the Participant Employee fails to advise the Employer of the gain realized upon vestingexercise, the Participant Employee may be liable for a fine. The Participant Employee will be responsible for paying any difference between the actual tax liability and the amount withheld. If 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. The 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 Labor Law Acknowledgment By accepting the Awardthis Option, the Participant Employee acknowledges that he or she understands and agrees to participation in the Plan and that he or she has received a copy of the Plan. The Participant Employee understands that the Corporation has unilaterally, gratuitously and discretionally decided to grant Awards Options under the Plan to individuals who may be employees of the 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 Corporation or any of its Affiliates on an ongoing basis. Consequently, the Participant 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 Corporation or any of its Affiliates) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award this Option and the underlying shares is unknown and unpredictable. In addition, the Participant Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant 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 the Award 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 loan owed by the Employee to 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 payable. The Employee acknowledges the Corporation or the Employer may recover it at any time thereafter by any of the means referred to in the Award Agreement. The Employee authorizes the Corporation to withhold the transfer of any shares unless and until the loan is repaid in full.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Tax Acknowledgment By accepting the Award, the Participant Employee agrees to notify the Employer of the amount of any gain realized upon vesting of the Award. If the Participant Employee fails to advise the Employer of the gain realized upon vesting, the Participant Employee may be liable for a fine. The Participant Employee will be responsible for paying any difference between the actual tax liability and the amount withheld. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant Employee acknowledges that he or she understands and agrees to participation in the Plan and that he or she has received a copy of the Plan. The Participant Employee understands that the Corporation has unilaterally, gratuitously and discretionally decided to grant Awards under the Plan to individuals who may be employees of the 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 Corporation or any of its Affiliates on an ongoing basis. Consequently, the Participant 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 Corporation or any of its Affiliates) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award and the underlying shares is unknown and unpredictable. In addition, the Participant Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant 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 the 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 loan owed by the Employee to 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 payable. The Employee acknowledges the Corporation or the Employer may recover it at any time thereafter by any of the means referred to in the Award Agreement. The Employee authorizes the Corporation to withhold the transfer of any shares unless and until the loan is repaid in full.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Tax Acknowledgment By accepting Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the AwardPlan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the Participant agrees to notify “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 Employer RSUs, if any, are granted or when shares are issued upon vesting and settlement of the amount 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 any gain realized upon vesting of shares under the AwardPlan to ensure compliance with current regulations. If Xxxxxxx understands that it is Xxxxxxx’s responsibility to comply with South African exchange control laws, and neither the Participant fails to advise the Company nor Xxxxxxx’s Employer of the gain realized upon vesting, the Participant may will be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheldfines or penalties resulting from failure to comply with applicable laws. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or she understands and agrees to participation in the Plan and that he or she has received a copy of the PlanSimilar Rights. The Participant Xxxxxxx understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally decided to grant Awards distribute awards under the Plan to individuals who may be employees of the Corporation Company or its Affiliates subsidiaries throughout the world. The decision is a limited temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Corporation Company or any of its Affiliates on an ongoing basissubsidiaries 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, the Participant 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 Corporation Company or any of its Affiliatessubsidiaries) and shall not be considered a mandatory benefit, salary for any purposes purpose (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award awards and the underlying shares is unknown and unpredictable. In addition, the Participant Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 the Award any grant of awards shall be null and voidvoid 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)

South Africa. Tax Acknowledgment By accepting Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the AwardPlan, Grantee understands that Grantee must comply with exchange control regulations and rulings (the Participant agrees to notify “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 Employer RSUs, if any, are granted or when shares are issued upon vesting and settlement of the amount 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 any gain realized upon vesting of shares under the AwardPlan to ensure compliance with current regulations. If Grantee understands that it is Grantee’s responsibility to comply with South African exchange control laws, and neither the Participant fails to advise the Company nor Grantee’s Employer of the gain realized upon vesting, the Participant may will be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheldfines or penalties resulting from failure to comply with applicable laws. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or she understands and agrees to participation in the Plan and that he or she has received a copy of the PlanSimilar Rights. The Participant Grantee understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally decided to grant Awards distribute awards under the Plan to individuals who may be employees of the Corporation Company or its Affiliates subsidiaries throughout the world. The decision is a limited temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Corporation Company or any of its Affiliates on an ongoing basissubsidiaries 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, the Participant 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 Corporation Company or any of its Affiliatessubsidiaries) and shall not be considered a mandatory benefit, salary for any purposes purpose (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award awards and the underlying shares is unknown and unpredictable. In addition, the Participant Grantee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 the Award any grant of awards shall be null and voidvoid 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 Grantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Grantee’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. Tax Acknowledgment By accepting Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the AwardPlan, Xxxxxxx understands that Grantee must comply with exchange control regulations and rulings (the Participant agrees “Exchange Control Regulations”) in South Africa. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to notify 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 your Employer of the amount of any gain realized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting, the Participant may will be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheldfines or penalties resulting from failure to comply with applicable laws. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or she understands and agrees to participation in the Plan and that he or she has received a copy of the PlanSimilar Rights. The Participant Xxxxxxx understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally decided to grant Awards distribute awards under the Plan to individuals who may be employees of the Corporation Company or its Affiliates subsidiaries throughout the world. The decision is a limited temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Corporation Company or any of its Affiliates on an ongoing basissubsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s option grant. Consequently, the Participant 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 Corporation Company or any of its Affiliatessubsidiaries) and shall not be considered a mandatory benefit, salary for any purposes purpose (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award awards and the underlying shares is unknown and unpredictable. In addition, the Participant Xxxxxxx understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 the Award any grant of awards shall be null and voidvoid and the Plan shall not have any effect whatsoever. Further, the Option provides a conditional right to Shares and may be forfeited or affected by Grantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Xxxxxxx’s rights, if any, to the 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. Tax Acknowledgment By accepting Terms and Conditions There are no country-specific provisions. Notifications Exchange Control Information. To participate in the AwardPlan, Grantee understands that Grantee must comply with exchange control regulations and rulings (the Participant agrees “Exchange Control Regulations”) in South Africa. Because the Exchange Control Regulations change frequently and without notice, Grantee understands that Grantee should consult a legal advisor prior to notify the purchase or sale of shares under the Plan to ensure compliance with current regulations. Grantee understands that it is Grantee’s responsibility to comply with South African exchange control laws, and neither the Company nor your Employer of the amount of any gain realized upon vesting of the Award. If the Participant fails to advise the Employer of the gain realized upon vesting, the Participant may will be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheldfines or penalties resulting from failure to comply with applicable laws. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant acknowledges that he Terms and Conditions There are no country-specific provisions. Notifications No Special Employment or she understands and agrees to participation in the Plan and that he or she has received a copy of the PlanSimilar Rights. The Participant Grantee understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally decided to grant Awards distribute awards under the Plan to individuals who may be employees of the Corporation Company or its Affiliates subsidiaries throughout the world. The decision is a limited temporary decision that is entered into upon the express assumption and condition that any grant will not economically or otherwise bind the Corporation Company or any of its Affiliates on an ongoing basissubsidiaries presently or in the future, other than as specifically set forth in the Plan and the terms and conditions of Grantee’s option grant. Consequently, the Participant 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 Corporation Company or any of its Affiliatessubsidiaries) and shall not be considered a mandatory benefit, salary for any purposes purpose (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award awards and the underlying shares is unknown and unpredictable. In addition, the Participant Grantee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 the Award any grant of awards shall be null and voidvoid and the Plan shall not have any effect whatsoever. - 7 - Further, the Option provides a conditional right to Shares and may be forfeited or affected by Grantee’s termination of employment, as set forth in the Agreement. For avoidance of doubt, Grantee’s rights, if any, to the 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. Tax Acknowledgment By accepting the Award, the Participant Employee agrees to notify the Employer of the amount of any gain realized upon vesting of the Award. If the Participant Employee fails to advise the Employer of the gain realized upon vesting, the Participant Employee may be liable for a fine. The Participant Employee will be responsible for paying any difference between the actual tax liability and the amount withheld. SPAIN Labor Law Acknowledgment By accepting the Award, the Participant Employee acknowledges that he or she understands and agrees to participation in the Plan and that he or she has received a copy of the Plan. The Participant Employee understands that the Corporation has unilaterally, gratuitously and discretionally decided to grant Awards under the Plan to individuals who may be employees of the 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 Corporation or any of its Affiliates on an ongoing basis. Consequently, the Participant 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 Corporation or any of its Affiliates) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award and the underlying shares is unknown and unpredictable. In addition, the Participant Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant 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 the Award shall be null and void.. UNITED KINGDOM

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Tax Acknowledgment By accepting the Awardthis Option, the Participant Employee agrees to notify the Employer of the amount of any gain realized upon vesting exercise of the Awardthis Option. If the Participant Employee fails to advise the Employer of the gain realized upon vestingexercise, the Participant Employee may be liable for a fine. The Participant Employee will be responsible for paying any difference between the actual tax liability and the amount withheld. If 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. The 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 Labor Law Acknowledgment By accepting the Awardthis Option, the Participant Employee acknowledges that he or she understands and agrees to participation in the Plan and that he or she has received a copy of the Plan. The Participant Employee understands that the Corporation has unilaterally, gratuitously and discretionally decided to grant Awards Options under the Plan to individuals who may be employees of the 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 Corporation or any of its Affiliates on an ongoing basis. Consequently, the Participant 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 Corporation or any of its Affiliates) and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) or any other right whatsoever. Further, the Participant 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 Award this Option and the underlying shares is unknown and unpredictable. In addition, the Participant Employee understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant 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 the Award 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 loan owed by the Employee to 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 payable. The Employee acknowledges the Corporation or the Employer may recover it at any time thereafter by any of the means referred to in the Award Agreement. The Employee authorizes the Corporation to withhold the transfer of any shares unless and until the loan is repaid in full.

Appears in 1 contract

Samples: Award Agreement (Kimberly Clark Corp)

South Africa. Tax Acknowledgment Terms and Conditions Withholding Taxes. This provision supplements Section 7 of the Award Agreement: By accepting the AwardRestricted Stock Units, the Participant agrees to immediately notify the Employer of the amount of any gain realized upon vesting of the AwardRestricted Stock Units. If the Participant fails to advise the Employer of the gain realized upon at vesting, the Participant may be liable for a fine. The Participant will be responsible for paying any difference between the actual tax liability and the amount withheld. Notifications Exchange Control Information. Participant is responsible for complying with applicable South African exchange control regulations. Since the exchange control regulations change frequently and without notice, Participant should consult Participant’s legal advisor prior to the acquisition or sale of Shares acquired under the Plan to ensure compliance with current regulations. As noted, it is Participant’s responsibility to comply with South African exchange control laws, and neither the Company nor any Parent or Subsidiary will be liable for any fines or penalties resulting from Participant’s failure to comply with applicable laws. SPAIN Labor Law Acknowledgment Terms and Conditions 6584426-v15\GESDMS Nature of Grant. This provision supplements Section 10 of the Award Agreement: By accepting the AwardRestricted Stock Units, the Participant acknowledges that he or she understands and agrees consents to participation in the Plan and acknowledges that he or she Participant has received a copy of the Plan. The Participant understands that the Corporation Company has unilaterally, gratuitously gratuitously, and discretionally in its sole discretion decided to grant Awards Restricted Stock Units under the Plan to individuals who may be employees of the Corporation or its Affiliates Service Providers 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 Corporation Company or any of its Affiliates on an ongoing basisParent or Subsidiary, other than to the extent set forth in this Award Agreement. Consequently, the 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 Corporation Company or any of its Affiliates) Parent or Subsidiary), and shall not be considered a mandatory benefit, salary for any purposes (including severance compensation) ), or any other right whatsoever. Further, 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 Award and the underlying shares is unknown and unpredictable. In addition, the Participant understands that this grant would not be made but for the assumptions and conditions referred to above; thus, the Participant understands, 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 or right to the Award Restricted Stock Units shall be null and void. Further, except as otherwise provided in the Plan and the Award 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 Service Provider terminates. This will be the case, for example, even in the event of a termination of Participant’s status of a Service Provider by reason of, 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.

Appears in 1 contract

Samples: Restricted Stock Unit Award Agreement (Fortinet Inc)

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