Common use of Foreign Asset/Account Reporting Requirements Clause in Contracts

Foreign Asset/Account Reporting Requirements. You acknowledge that there may be certain foreign asset and/or account reporting requirements which may affect your ability to acquire or hold shares of Common Stock acquired under the Plan or cash received from participating in the Plan (including from any dividends paid on shares of Common Stock acquired under the Plan) in a brokerage or bank account outside your country. You may be required to report such accounts, assets or transactions to the tax or other authorities in your country. You also may be required to repatriate sale proceeds or other funds received as a result of your participation in the Plan to your country through a designated bank or broker within a certain time after receipt. You acknowledge that it is your responsibility to be compliant with such regulations, and you are advised to consult your personal legal advisor for any details. Your signature below or online acceptance (where permitted) indicates that you have read this Agreement (including any appendices hereto) and agree to be bound by the terms and conditions of the Plan and this Agreement. By: Title: Date: %%OPTION_DATE%-% %%FIRST_NAME%-% %%LAST_NAME%-%Date: This Appendix, which is part of the Restricted Stock Unit Grant Notice and Award Agreement, contains the additional terms and conditions of the Restricted Stock Units that will apply to Participants in the countries listed below. If you are a citizen or resident of a country other than the one in which you currently are residing and/or working, you transfer employment and/or residency to another country after the Award is granted or you are considered a resident of another country for local law purposes, the Company shall, in its sole discretion, determine to what extent the terms and conditions included herein will apply under these circumstances. Capitalized terms used but not defined herein shall have the same meanings assigned to them in the Plan and/or the Agreement. There are no country-specific terms or conditions.

Foreign Asset/Account Reporting Requirements. You acknowledge The Recipient acknowledges that there may be certain foreign asset and/or account reporting requirements which may affect your his or her ability to acquire or hold shares of Common Stock Shares acquired under the Plan or cash received from participating in the Plan (including from any dividends paid on shares of Common Stock Shares acquired under the Plan) in a brokerage or bank account outside your the Recipient’s country. You The Recipient may be required to report such accounts, assets or transactions to the tax or other authorities in your his or her country. You The Recipient also may be required to repatriate sale proceeds or other funds received as a result of your the Recipient’s participation in the Plan to your his or her country through a designated bank or broker within a certain time after receipt. You acknowledge The Recipient acknowledges that it is your his or her responsibility to be compliant with such regulations, and you are the Recipient is advised to consult your his or her personal legal advisor for any details. Your signature below or online acceptance (where permitted) indicates that you have read this Agreement (including any appendices hereto) and agree to be bound by the terms and conditions of the Plan and this Agreement. By: Title: Date: %%OPTION_DATE%-% %%FIRST_NAME%-% %%LAST_NAME%-%Date: This Appendix, which is part of the Restricted Stock Unit Grant Notice and Award Agreement, contains the Appendix B includes additional terms and conditions of the Restricted Stock Units that will apply to Participants govern RSUs for Recipients residing and/or working in the countries listed below. Capitalized terms not explicitly defined in this Appendix B but defined in the Agreement shall have the same definitions as in the Agreement. This Appendix B also includes information regarding certain issues of which the Recipient should be aware with respect to participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of June 2015. Such laws are often complex and change frequently. In addition, the information contained herein is general in nature and may not apply to the Recipient’s particular situation, and the Company is not in a position to assure the Recipient of a particular result. By accepting the RSUs, the Recipient agrees to comply with applicable laws associated with participation in the Plan. The Recipient further acknowledges that if he or she has any questions regarding his or her responsibilities in this regard, the Recipient will seek advice from his or her personal legal advisor, at his or her own cost, and further agrees that neither the Company, nor any parent or subsidiary corporation, including the Employer, will be liable for any fines or penalties resulting from Recipient’s failure to comply with applicable laws concerning the acquisition and disposition of Shares. If you are the Recipient is a citizen or resident of a country other than the one in which you the Recipient is currently are residing working and/or workingresiding, you transfer transfers employment and/or residency to another country after the Award is RSUs are granted or you are is considered a resident of another country for local law purposes, the information contained herein may not be applicable to the Recipient, and the Company shall, in its sole discretion, determine to what extent the terms and conditions included herein will apply under these circumstances. Capitalized terms used but not defined contained herein shall have apply to the same meanings assigned to them in the Plan and/or the Agreement. There are no country-specific terms or conditionsRecipient.

Foreign Asset/Account Reporting Requirements. You acknowledge The Participant acknowledges that there may be certain foreign asset and/or account reporting requirements which may affect your his or her ability to acquire or hold shares of Common Stock Shares acquired under the Plan or cash received from participating in the Plan (including from any dividends paid on shares of Common Stock Shares acquired under the Plan) in a brokerage or bank account outside your the Participant’s country. You The Participant may be required to report such accounts, assets or transactions to the tax or other authorities in your his or her country. You The Participant also may be required to repatriate sale proceeds or other funds received as a result of your the Participant’s participation in the Plan to your his or her country through a designated bank or broker within a certain time after receipt. You acknowledge The Participant acknowledges that it is your his or her responsibility to be compliant with such regulations, and you are the Participant is advised to consult your his or her personal legal advisor for any details. Your signature below or online acceptance (where permitted) indicates that you have read this Agreement (including any appendices hereto) and agree to be bound by the terms and conditions of the Plan and this Agreement. By: Title: Date: %%OPTION_DATE%-% %%FIRST_NAME%-% %%LAST_NAME%-%Date: This Appendix, which is part of the Restricted Stock Unit Grant Notice and Award Agreement, contains the Appendix B includes additional terms and conditions of the Restricted Stock Units that will apply to govern RSUs for Participants residing and/or working in the countries listed below. Capitalized terms not explicitly defined in this Appendix B but defined in the Agreement shall have the same definitions as in the Agreement. This Appendix B also includes information regarding certain issues of which the Participant should be aware with respect to participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of February 2018. Such laws are often complex and change frequently. In addition, the information contained herein is general in nature and may not apply to the Participant’s particular situation, and the Company is not in a position to assure the Participant of a particular result. By accepting the RSUs, the Participant agrees to comply with applicable laws associated with participation in the Plan. The Participant further acknowledges that if he or she has any questions regarding his or her responsibilities in this regard, the Participant will seek advice from his or her personal legal advisor, at his or her own cost, and further agrees that neither the Company, nor any parent or subsidiary corporation of the Company, including the Employer, will be liable for any fines or penalties resulting from Participant’s failure to comply with applicable laws concerning the Participant's participation in the Plan. If you are the Participant is a citizen or resident of a country other than the one in which you the Participant is currently are residing working and/or workingresiding, you transfer transfers employment and/or residency to another country after the Award is RSUs are granted or you are is considered a resident of another country for local law purposes, the information contained herein may not be applicable to the Participant, and the Company shall, in its sole discretion, determine to what extent the terms and conditions included herein will apply under these circumstances. Capitalized terms used but not defined contained herein shall have apply to the same meanings assigned to them in the Plan and/or the Agreement. There are no country-specific terms or conditionsParticipant.

Foreign Asset/Account Reporting Requirements. You acknowledge and agree that there may be certain foreign asset and/or account reporting requirements which may affect your ability to acquire or hold shares of Common Stock Shares acquired under the Plan or cash received from participating in the Plan (including from any dividends paid on shares of Common Stock Shares acquired under the Plan) in a brokerage or bank account outside your country. You may be required to report such accounts, assets or transactions to the tax or other authorities in your country. You also may be required to repatriate sale proceeds or other funds received as a result of your participation participating in the Plan to your country through a designated bank or broker within a certain time after receipt. You acknowledge and agree that it is your responsibility to be compliant with such regulations. Adjustments In the event of a stock split, a stock dividend or a similar change in Shares, the number of Stock Units underlying this Award shall be adjusted pursuant to the Plan. Nature of Grant In accepting this Award, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature, and may be amended, suspended or terminated by the Company at any time, to the extent permitted by the Plan; (b) the grant of the Stock Units is voluntary and occasional and does not create any contractual or other right to receive future grants of Stock Units, or benefits in lieu of Stock Units, even if Stock Units have been granted in the past; (c) all decisions with respect to future Awards or other grants, if any, will be at the sole discretion of the Company; (d) this Award and your participation in the Plan shall not create a right to employment or be interpreted as forming an employment or service contract with the Company, the Parent, Subsidiary or Affiliate retaining your Service or any other Parent, Subsidiary or Affiliate, and shall not interfere with the ability of the Company, the Parent, Subsidiary or Affiliate retaining your Service or any other Parent, Subsidiary or Affiliate, as applicable, to terminate your employment or service relationship (if any); (e) you are advised voluntarily participating in the Plan; (f) this Award and any Shares acquired under the Plan, and the income and value of same, are not intended to consult replace any pension rights or compensation; (g) this Award and any Shares acquired under the Plan, and the income and value of same, are not part of normal or expected compensation for purposes of calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar payments; (h) the future value of the Shares underlying the Stock Units is unknown, indeterminable, and cannot be predicted with certainty; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Stock Units resulting from the termination of your personal legal advisor Service (for any details. Your signature below reason whatsoever, whether or online acceptance (where permitted) indicates that you have read this Agreement (including any appendices hereto) and agree not later found to be bound by invalid or in breach of employment laws in the jurisdiction where you provide services or the terms of your employment or service agreement, if any), and conditions in consideration of the grant of the Stock Units, you agree not to institute any claim against the Company, the Parent, Subsidiary or Affiliate retaining your Service or any other Parent, Subsidiary or Affiliate; (k) unless otherwise provided in Section 17(b) of the Plan or by the Company in its discretion, this Award and the benefits evidenced by this Agreement do not create any entitlement to have the Stock Units or any such benefits transferred to, or assumed by, another company nor to be exchanged, cashed out or substituted for, in connection with any corporate transaction affecting the Shares; (l) unless otherwise agreed with the Company, this Award and any Shares acquired under the Plan, and the income and value of same, are not granted as consideration for, or in connection with, any services you may provide as a director of any Parent, Subsidiary or Affiliate; and (m) if you are providing services outside the United States: (1) this Award and the Shares acquired under the Plan, and the income and value of same, are not part of normal or expected compensation or salary for any purpose; (2) neither the Company, the Parent, Subsidiary or Affiliate retaining your Service or any other Parent, Subsidiary or Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the United States dollar that may affect the value of the Stock Units or of any amounts due to you pursuant to the vesting of the Stock Units or the subsequent sale of any Shares acquired upon settlement. Successors and Assigns Except as otherwise provided in the Plan or this Agreement, every term of this Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legatees, legal representatives, successors, transferees and assigns. By: Title: Date: %%OPTION_DATE%-% %%FIRST_NAME%-% %%LAST_NAME%-%Date: This AppendixNo Advice Regarding Grant The Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding your participation in the Plan, or your acquisition or sale of the underlying Shares. You acknowledge that you should consult with your own personal tax, legal and financial advisors regarding your participation in the Plan before taking any action related to the Plan. Compliance with Law Notwithstanding any other provision of the Plan or this Agreement, unless there is an available exemption from any registration, qualification or other legal requirement applicable to the Shares, the Company shall not be required to deliver any Shares issuable upon vesting of the Stock Units prior to the completion of any registration or qualification of the Shares under any local, state, federal or foreign securities or exchange control law or under rulings or regulations of the U.S. Securities and Exchange Commission (“SEC”) or of any other governmental regulatory body, or prior to obtaining any approval or other clearance from any local, state, federal or foreign governmental agency, which is part of the Restricted Stock Unit Grant Notice and Award Agreementregistration, contains the additional terms and conditions of the Restricted Stock Units that will apply to Participants in the countries listed below. If you are a citizen qualification or resident of a country other than the one in which you currently are residing and/or working, you transfer employment and/or residency to another country after the Award is granted or you are considered a resident of another country for local law purposes, approval the Company shall, in its sole absolute discretion, determine deem necessary or advisable. You understand that the Company is under no obligation to what extent register or qualify the terms and conditions included herein will apply under these circumstancesShares with the SEC or any state or foreign securities commission or to seek approval or clearance from any governmental authority for the issuance or sale of the Shares. Capitalized terms used but not defined herein Further, you agree that the Company shall have unilateral authority to amend the same meanings assigned Plan and the Agreement without your consent to them the extent necessary to comply with securities or other laws applicable to issuance of Shares. Notice Any notice required or permitted under this Agreement shall be given in writing and shall be deemed effectively given upon the earliest of personal delivery, receipt or the third full day following mailing with postage and fees prepaid, addressed to the other party hereto at the address last known in the Plan and/or Company’s records or at such other address as such party may designate by ten days’ advance written notice to the Agreement. There are no country-specific terms or conditionsother party hereto.

Foreign Asset/Account Reporting Requirements. You acknowledge The Participant acknowledges that there may be certain foreign asset and/or account reporting requirements which may affect your his or her ability to acquire or hold shares of Common Stock Shares acquired under the Plan or cash received from participating in the Plan (including from any dividends paid on shares of Common Stock Shares acquired under the Plan) in a brokerage or bank account outside your the Participant’s country. You The Participant may be required to report such accounts, assets or transactions to the tax or other authorities in your his or her country. You The Participant also may be required to repatriate sale proceeds or other funds received as a result of your the Participant’s participation in the Plan to your his or her country through a designated bank or broker within a certain time after receipt. You acknowledge The Participant acknowledges that it is your his or her responsibility to be compliant with such regulations, and you are the Participant is advised to consult your his or her personal legal advisor for any details. Your signature below or online acceptance (where permitted) indicates that you have read this Agreement (including any appendices hereto) and agree to be bound by the terms and conditions of the Plan and this Agreement. By: Title: Date: %%OPTION_DATE%-% %%FIRST_NAME%-% %%LAST_NAME%-%Date: This Appendix, which is part of the Restricted Stock Unit Grant Notice and Award Agreement, contains the Appendix B includes additional terms and conditions that govern Options for Participants residing and/or working outside of the Restricted Stock Units that will apply to Participants United States in the countries listed below. If you Capitalized terms not explicitly defined in this Appendix B but defined in the Agreement shall have the same definitions as in the Agreement. This Appendix B also includes information regarding certain issues of which the Participant should be aware with respect to participation in the Plan. The information is based on the securities, exchange control and other laws in effect in the respective countries as of February 2018. Such laws are often complex and change frequently. As a result, the Company strongly recommends that the Participant not rely on the information in this Appendix B as the only source of information relating to the consequences of participation in the Plan because the information may be out of date at the time that the Participant exercises the Option or sells Shares acquired upon exercise of the Option. In addition, the information contained herein is general in nature and may not apply to the Participant’s particular situation, and the Company is not in a position to assure the Participant of a particular result. Accordingly, the Participant is advised to seek appropriate professional advice as to how the relevant laws in the Participant’s country may apply to a particular situation. Further, if the Participant is a citizen or resident of a country other than the one in which you the Participant is currently are residing working and/or workingresiding, you transfer transfers employment and/or residency to another country after the Award Option is granted or you are is considered a resident of another country for local law purposes, the information contained herein may not be applicable to the Participant in the same manner, and the Company shallshall determine, in its sole discretion, determine to what extent the additional terms and conditions included herein will shall apply under these circumstancesto the Participant. Capitalized terms used but not defined herein shall have Finally, the same meanings assigned to them in Company may, at any time and at its own discretion, restrict the Plan and/or available methods of exercising the Agreement. There are no country-specific terms Option/paying the exercise price or conditionsdirect the repatriation of the proceeds of the sale of Shares acquired upon exercise of the Option if it deems it advisable for legal or administrative reasons.