Common use of Nature of the Option Clause in Contracts

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, 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 of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certainty; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In By accepting the grant of this Option, you acknowledge, understand the Awardee acknowledges and agree agrees that: (ai) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, Company at any time, unless otherwise provided in the Plan and this Award Agreement; (bii) the grant of the Option an option is voluntary and occasional and a one-time benefit which does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted repeatedly in the past; (ciii) all decisions determinations with respect to any future grants of stock options or other option grants, if anyincluding, but not limited to, the times when options shall be granted, the maximum number of shares subject to each option and the option price, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (div) the Option and your participation in the Plan shall not create a right to further employment or be interpreted as forming an employment or service contract with the Company or any Affiliate Employer and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your the Awardee’s employment or service relationshiprelationship at any time; (ev) you are voluntarily participating in the PlanPlan is voluntary; (fvi) the Option is an extraordinary item that does not constitute compensation of any kind for services of any kind rendered to the Company or the Employer, and which is outside the scope of the Awardee’s employment contract, if any; (vii) the Option and the shares of Common Stock subject to acquired under the Option Plan are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation or salary for any purposepurposes, including, without limitationbut not limited to, calculating any severance, resignation, termination, redundancy, dismissal, end-of-end of service payments, bonuses, long-service awards, pension or welfare or retirement or welfare benefits or similar payments, and in no event should be considered as compensation for, or relating in any way to, past services to the Company or the Employer; (hviii) in the event the Awardee is not an employee of the Company, the Option will not be interpreted to form an employment contract or relationship with the Company, the Employer or any Subsidiary or Affiliate; (ix) the future value of the underlying shares of Common Stock underlying the Option is unknown, indeterminable unknown and cannot be predicted with certainty; (ix) unless otherwise determined by if the Committee underlying shares of Common Stock do not increase in its sole discretionvalue, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination periodOption will have no value; (jxi) if the Awardee exercises the Option and acquires shares of Common Stock, the value of those shares of Common Stock acquired may increase or decrease in value, even below the Option price; (xii) in consideration of the grant of the Option, no claim or entitlement to compensation or damages shall arise from forfeiture termination of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or diminution in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or shares of Common Stock acquired under the Option resulting from termination of the Awardee’s employment by the Company or the Employer and the Awardee irrevocably releases the Company and the Employer from any such claim that may arise; (xiii) the vesting of any amounts due Option ceases upon termination of employment with the Company or transfer of employment from the Company, or other cessation of eligibility to you pursuant to vest for any reason, except as may otherwise be explicitly provided in the settlement Plan document or this Award Agreement; (xiv) the Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Awardee’s participation in the Plan, the exercise of the Option or the subsequent purchase or sale of any shares of Common Stock acquired upon settlement of under the OptionPlan; (xv) the Awardee is advised to consult with personal tax, legal and financial advisors regarding participation in the Plan before taking any action related to the Plan; and (xvi) the Awardee acknowledges that this Award Agreement is between the Awardee and the Company, and that the Employer is not a party to this Award Agreement.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the income and value of the same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar paymentspayments and in no event should be considered as compensation for, or relating in any way to, past services for the Company, your Employer or any Affiliate; (h) the future value of the shares of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certaintycertainty and if you exercise a vested Option, the value of the underlying shares of Stock may increase or decrease, even below the Exercise Price; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in durationinduration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, 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 of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certainty; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in durationinduration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, 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 of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certainty; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) you do not have any entitlement to have the Option cashed out and, unless otherwise provided herein, in the Plan or by the Company in its discretiondiscretion in accordance with the Plan, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In By accepting the grant of this Option, you acknowledge, understand the Awardee acknowledges and agree agrees that: (ai) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, Company at any time, unless otherwise provided in the Plan and this Award Agreement; (bii) the grant of the Option an option is voluntary and occasional and a one-time benefit which does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted repeatedly in the past; (ciii) all decisions determinations with respect to any future grants of stock options or other option grants, if anyincluding, but not limited to, the times when options shall be granted, the maximum number of shares subject to each option and the option price, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (div) the Option and your participation participating in the Plan shall is voluntary; (v) in the event the Awardee is not create a right to employment or be interpreted as forming an employment or service contract with the Company or any Affiliate and shall not interfere with the ability employee of the Company, your the Option will not be interpreted to form an employment contract or relationship with the Company, the Employer or an any Subsidiary or Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar payments; (hvi) the future value of the underlying shares of Common Stock underlying the Option is unknown, indeterminable unknown and cannot be predicted with certainty; (ivii) unless otherwise determined by if the Committee underlying shares of Common Stock do not increase in its sole discretionvalue, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination periodOption will have no value; (jviii) no claim or entitlement to compensation or damages shall arise from forfeiture of if the Awardee exercises the Option resulting from a Termination and acquires shares of Service (for any reason whatsoeverCommon Stock, whether the value of those shares of Common Stock acquired may increase or not later found to be invalid or decrease in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreementvalue, if any), and in consideration of the grant of even below the Option to which you are otherwise not entitled, you irrevocably agree never to institute price; (ix) the vesting of any claim against Option ceases upon termination of Director statues with the Company, your Employer or other cessation of eligibility to vest for any Affiliatereason, waive your abilityexcept as may otherwise be explicitly provided in the Plan document or this Award Agreement; (x) the Company is not providing any tax, if anylegal or financial advice, to bring nor is the Company making any such claim, and release recommendations regarding the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating Awardee’s participation in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement exercise of the Option or the subsequent purchase or sale of any shares of Common Stock acquired upon settlement of under the OptionPlan; (xi) the Awardee is advised to consult with personal tax, legal and financial advisors regarding participation in the Plan before taking any action related to the Plan.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time;; (OGEUKISO19) (b) the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, 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 of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certainty; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) you do not have any entitlement to have the Option cashed out and, unless otherwise provided herein, in the Plan or by the Company in its discretiondiscretion in accordance with the Plan, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In accepting the grant of this Option, you acknowledgethe Awardee acknowledges, understand understands and agree agrees that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, Company at any time, to the extent permitted by the Plan; (b) the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options option or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option grant and your the Awardee’s participation in the Plan shall not create a right to employment provide Service or be interpreted as forming an employment or service services contract with the Company Company, the Employer or any Subsidiary or Affiliate and shall not interfere with the ability of the Company, your the Employer or an any Subsidiary or Affiliate, as applicable, to terminate your employment or service relationshipthe Awardee’s Service; (e) you are the Awardee is voluntarily participating in the Plan; (f) the Option and the shares of Stock Shares subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, Option and the shares of Stock Shares subject to the Option Option, and the income and value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is are not part of normal or expected compensation for any purpose, including, without limitation, purposes of calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or profit-sharing payments, pension, retirement or welfare benefits or similar payments; (h) the future value of the shares of Stock underlying the Option Shares is unknown, indeterminable and cannot be predicted with certainty, the Company makes no representation regarding such future value and neither the Company, the Employer nor any Subsidiary or Affiliate is responsible for any decrease in value or any foreign exchange fluctuations between the Awardee’s local currency and the United States Dollar that may affect such value; (i) unless otherwise determined by if the Committee Shares do not increase in its sole discretionvalue, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination periodOption will have no value; (j) if the Awardee exercises the Option and acquires Shares, the value of such Shares may increase or decrease, even below the Option price; (k) this Award Agreement is between the Awardee and the Company, and the Employer (if different) is not a party to this Award Agreement; (l) in consideration of the grant of the Option to which the Awardee is otherwise not entitled, no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination the termination of the Awardee’s Service (for any reason whatsoever, whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are the Awardee is employed or the terms of your the Awardee’s employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (km) unless otherwise provided hereinApplicable Laws (including any rules or regulations governing securities, in the Plan foreign exchange, tax, labor or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock other matters) of the Company; and (l) neither country in which the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and Awardee is residing or working at the U.S. dollar that may affect the value time of the Option grant, vesting or of any amounts due to you pursuant to the settlement exercise of the Option or the subsequent sale of Shares may subject the Awardee to additional procedural or regulatory requirements that the Awardee solely is responsible for and must independently fulfill in relation to ownership or sale of such Shares; and (n) the ownership of Shares or assets and/or the holding of a bank or brokerage account may subject the Awardee to reporting requirements imposed by tax, banking, and/or other authorities in the Awardee’s country; the Awardee solely is responsible for complying with such requirements, and any shares cross-border cash remittance made to transfer of Stock acquired proceeds received upon settlement the sale of Shares must be made through a locally authorized financial institution or registered foreign exchange agency and may require the OptionAwardee to provide to such entity certain information regarding the transaction.

Nature of the Option. In accepting the grant of this Option, you acknowledgethe Awardee acknowledges, understand understands and agree agrees that: (a) a. the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, Company at any time, to the extent permitted by the Plan; (b) b. the grant of the Option is voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) c. all decisions with respect to future grants of stock options option or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, ; d. the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, Option grant and the exercise price applicable to the stock option; (d) the Option and your Awardee's participation in the Plan shall not create a right to employment provide Service or be interpreted as forming an employment or service services contract with the Company Company, the Employer or any Subsidiary or Affiliate and shall not interfere with the ability of the Company, your the Employer or an any Subsidiary or Affiliate, as applicable, to terminate your employment or service relationshipthe Awardee's Service; (e) you are e. the Awardee is voluntarily participating in the Plan; (f) f. the Option and the shares of Stock Shares subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to g. the Option and the Shares subject to the Option, and the income and value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is are not part of normal or expected compensation for any purpose, including, without limitation, purposes of calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or profit-sharing payments, pension, retirement or welfare benefits or similar payments; (h) h. the future value of the shares of Stock underlying the Option Shares is unknown, indeterminable and cannot be predicted with certainty, the Company makes no representation regarding such future value and neither the Company, the Employer nor any Subsidiary or Affiliate is responsible for any decrease in value or any foreign exchange fluctuations between the Awardee's local currency and the United States Dollar that may affect such value; (i) unless otherwise determined by i. if the Committee Shares do not increase in its sole discretionvalue, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination periodOption will have no value; j. if the Awardee exercises the Option and acquires Shares, the value of such Shares may increase or decrease, even below the Option price; k. this Award Agreement is between the Awardee and the Company, and the Employer (jif different) is not a party to this Award Agreement; l. in consideration of the grant of the Option to which the Awardee is otherwise not entitled, no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination the termination of the Awardee's Service (for any reason whatsoever, whatsoever whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are the Awardee is employed or the terms of your the Awardee's employment agreement, if any); m. Applicable Laws (including any rules or regulations governing securities, and in consideration foreign exchange, tax, labor or other matters) of the grant country in which the Awardee is residing or working at the time of the Option to which you are otherwise not entitledgrant, you irrevocably agree never to institute any claim against the Company, your Employer vesting or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement exercise of the Option or the subsequent sale of Shares may subject the Awardee to additional procedural or regulatory requirements that the Awardee solely is responsible for and must independently fulfill in relation to ownership or sale of such Shares; and n. the ownership of Shares or assets and/or the holding of a bank or brokerage account may subject the Awardee to reporting requirements imposed by tax, banking, and/or other authorities in the Awardee's country; the Awardee solely is responsible for complying with such requirements, and any shares cross-border cash remittance made to transfer of Stock acquired proceeds received upon settlement the sale of Shares must be made through a locally authorized financial institution or registered foreign exchange agency and may require the OptionAwardee to provide to such entity certain information regarding the transaction.

Nature of the Option. In By accepting the grant of this Option, you acknowledge, understand the Awardee acknowledges and agree agrees that: (ai) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, Company at any time, unless otherwise provided in the Plan and this Award Agreement; (bii) the grant of the Option an option is voluntary and occasional and a one-time benefit which does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted repeatedly in the past; (ciii) all decisions determinations with respect to any future grants of stock options or other option grants, if anyincluding, but not limited to, the times when options shall be granted, the maximum number of shares subject to each option and the option price, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (div) the Option and your participation in the Plan shall not create a right to further employment or be interpreted as forming an employment or service contract with the Company or any Affiliate Employer and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your the Awardee’s employment or service relationshiprelationship at any time; (ev) you are voluntarily participating in the PlanPlan is voluntary; (fvi) the Option and the shares is an extraordinary item that does not constitute compensation of Stock subject any kind for services of any kind rendered to the Option are not intended to replace any pension rights Company or compensationthe Employer, and which is outside the scope of the Awardee’s employment contract, if any; (gvii) the Option, the shares of Stock subject to Shares acquired under the Option Plan, and the income and value of same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is are not part of normal or expected compensation or salary for any purposepurposes of, including, without limitationbut not limited to, calculating any severance, resignation, termination, redundancy, dismissal, end-of-end of service payments, bonuses, long-service awards, pension or welfare or retirement or welfare benefits or similar payments, and in no event should be considered as compensation for, or relating in any way to, past services to the Company or the Employer; (hviii) in the event the Awardee is not an employee of the Company, the Option will not be interpreted to form an employment contract or relationship with the Company, the Employer or any Subsidiary or Affiliate; (ix) the future value of the shares of Stock underlying the Option Shares is unknown, indeterminable unknown and cannot be predicted with certainty; (ix) unless otherwise determined by if the Committee underlying Shares do not increase in its sole discretionvalue, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination periodOption will have no value; (jxi) if the Awardee exercises the Option and acquires Shares, the value of those Shares acquired may increase or decrease, even below the Option price; (xii) in consideration of the grant of the Option, no claim or entitlement to compensation or damages shall arise from forfeiture termination of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or diminution in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or Shares acquired under the Option resulting from termination of the Awardee’s employment by the Company or the Employer and the Awardee irrevocably releases the Company and the Employer from any such claim that may arise; (xiii) the vesting of any amounts due Option ceases upon termination of employment with the Company or transfer of employment from the Company, or other cessation of eligibility to you pursuant to vest for any reason, except as may otherwise be explicitly provided in the settlement Plan document or this Award Agreement; (xiv) the Company is not providing any tax, legal or financial advice, nor is the Company making any recommendations regarding the Awardee’s participation in the Plan, the exercise of the Option or the subsequent purchase or sale of Shares under the Plan; (xv) the Awardee is advised to consult with personal tax, legal and financial advisors regarding participation in the Plan before taking any shares of Stock acquired upon settlement of action related to the OptionPlan; and (xvi) the Awardee acknowledges that this Award Agreement is between the Awardee and the Company, and that the Employer is not a party to this Award Agreement.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the income and value of the same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar paymentspayments and in no event should be considered as compensation for, or relating in any way to, past services for the Company, your Employer or any Affiliate; (h) the future value of the shares of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certaintycertainty and if you exercise the vested Option, the value of the underlying shares of Stock may increase or decrease, even below the Exercise Price; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) you do not have any entitlement to have the Option cashed out and, unless otherwise provided herein, in the Plan or by the Company in its discretiondiscretion in accordance with the Plan, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.

Nature of the Option. In accepting the Option, you acknowledge, understand and agree that: (a) the Plan is established voluntarily by the Company, it is discretionary in nature and limited in duration, and it may be modified, amended, suspended or terminated by the Company, in its sole discretion, at any time; (b) the grant of the Option is exceptional, voluntary and occasional and does not create any contractual or other right to receive future grants of stock options, or benefits in lieu of stock options, even if stock options have been granted in the past; (c) all decisions with respect to future grants of stock options or other grants, if any, will be at the sole discretion of the Company, including, but not limited to, the form and timing of any grant, the number of shares of Stock subject to the stock options, vesting provisions, and the exercise price applicable to the stock option; (d) the Option 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 or any Affiliate and shall not interfere with the ability of the Company, your Employer or an Affiliate, as applicable, to terminate your employment or service relationship; (e) you are voluntarily participating in the Plan; (f) the Option and the shares of Stock subject to the Option are not intended to replace any pension rights or compensation; (g) the Option, the shares of Stock subject to the Option and the income and value of the same, is an extraordinary item of compensation outside the scope of your employment (and employment contract, if any) and is not part of normal or expected compensation for any purpose, including, without limitation, calculating any severance, resignation, termination, redundancy, dismissal, end-of-service payments, bonuses, long-service awards, pension or retirement or welfare benefits or similar paymentspayments and in no event should be considered as compensation for, or relating in any way to, past services for the Company or any Affiliate; (h) the future value of the shares of Stock underlying the Option is unknown, indeterminable and cannot be predicted with certaintycertainty and if you exercise a vested Option, the value of the underlying shares of Stock may increase or decrease, even below the Exercise Price; (i) unless otherwise determined by the Committee in its sole discretion, a Termination of Service shall be effective from the date on which active employment or service ends and shall not be extended by any statutory or common law notice of termination period; ; (j) no claim or entitlement to compensation or damages shall arise from forfeiture of the Option resulting from a Termination of Service (for any reason whatsoever, whether or not later found to be invalid or in breach of employment laws in the jurisdiction where you are employed or the terms of your employment agreement, if any), and in consideration of the grant of the Option to which you are otherwise not entitled, you irrevocably agree never to institute any claim against the Company, your Employer or any Affiliate, waive your ability, if any, to bring any such claim, and release the Company, the Employer and all Affiliates from any such claim; if, notwithstanding the foregoing, any such claim is allowed by a court of competent jurisdiction, then, by participating in the Plan, you shall be deemed irrevocably to have agreed not to pursue such claim and agree to execute any and all documents necessary to request dismissal or withdrawal of such claim; (k) unless otherwise provided herein, in the Plan or by the Company in its discretion, the Option and the benefits evidenced by this Agreement do not create any entitlement to have the Option 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 of Stock of the Company; and (l) neither the Company nor any Affiliate shall be liable for any foreign exchange rate fluctuation between your local currency and the U.S. dollar that may affect the value of the Option or of any amounts due to you pursuant to the settlement of the Option or the subsequent sale of any shares of Stock acquired upon settlement of the Option.