BENEFIT PLAN OR OTHER PROGRAM
(OTHER THAN THE PLAN) OF THE COMPANY OR ANY SUBSIDIARY.
(B)
PLAN DOCUMENT GOVERNS.
THE AWARD IS GRANTED PURSUANT TO THE PLAN,
AND THE AWARD AND THIS AGREEMENT ARE IN ALL RESPECTS GOVERNED BY THE PLAN AND
SUBJECT TO ALL OF THE TERMS AND PROVISIONS THEREOF, WHETHER SUCH TERMS AND
PROVISIONS ARE INCORPORATED IN THIS AGREEMENT BY REFERENCE OR ARE EXPRESSLY
CITED.
CAPITALIZED TERMS USED BUT NOT DEFINED HEREIN SHALL HAVE THE MEANINGS
ASCRIBED TO SUCH TERMS IN THE PLAN.
ANY INCONSISTENCY BETWEEN THE AGREEMENT AND
THE PLAN SHALL BE RESOLVED IN FAVOR OF THE PLAN.
PARTICIPANT HEREBY
ACKNOWLEDGES RECEIPT OF A COPY OF THE PLAN.
(C)
GOVERNING LAW.
THIS AGREEMENT AND THE AWARD GRANTED HEREUNDER
SHALL BE GOVERNED BY, AND CONSTRUED AND ENFORCED IN ACCORDANCE WITH, THE LAWS OF
THE STATE OF IOWA, WITHOUT GIVING EFFECT TO PROVISIONS THEREOF REGARDING
CONFLICT OF LAWS.
3
(D)
ADMINISTRATION.
THIS AGREEMENT AND THE RIGHTS OF THE PARTICIPANT
HEREUNDER ARE SUBJECT TO ALL THE TERMS AND CONDITIONS OF THE PLAN, AS THE SAME
MAY BE AMENDED FROM TIME TO TIME, AS WELL AS TO SUCH RULES AND REGULATIONS AS
THE COMMITTEE MAY ADOPT FOR ADMINISTRATION OF THE PLAN.
IT IS EXPRESSLY
UNDERSTOOD THAT THE COMMITTEE IS AUTHORIZED TO ADMINISTER, CONSTRUE, AND MAKE
ALL DETERMINATIONS NECESSARY OR APPROPRIATE TO THE ADMINISTRATION OF THE PLAN
AND THIS AGREEMENT, ALL OF WHICH SHALL BE BINDING UPON THE PARTICIPANT.
(E)
NO VESTED RIGHT IN FUTURE AWARDS.
PARTICIPANT ACKNOWLEDGES AND
AGREES (BY EXECUTING THIS AGREEMENT) THAT THE GRANTING OF AN AWARD UNDER THIS
AGREEMENT IS MADE ON A FULLY DISCRETIONARY BASIS BY THE COMPANY AND THAT THIS
AGREEMENT DOES NOT LEAD TO A VESTED RIGHT TO FURTHER AWARDS IN THE FUTURE.
FURTHER, THE AWARD SET FORTH IN THIS AGREEMENT CONSTITUTES A NON-RECURRENT
BENEFIT AND THE TERMS OF THIS AGREEMENT ARE ONLY APPLICABLE TO THE AWARD GRANTED
PURSUANT TO THIS AGREEMENT.
(F)
USE OF PERSONAL DATA.
PARTICIPANT ACKNOWLEDGES AND AGREES (BY
EXECUTING THIS AGREEMENT) TO THE COLLECTION, USE, PROCESSING AND TRANSFER OF
CERTAIN PERSONAL DATA, INCLUDING HIS OR HER NAME, SALARY, NATIONALITY, JOB
TITLE, POSITION EVALUATION RATING ALONG WITH DETAILS OF ALL PAST AWARDS AND
CURRENT AWARDS OUTSTANDING UNDER THE PLAN, FOR THE PURPOSE OF MANAGING AND
ADMINISTERING THE PLAN.
THE PARTICIPANT UNDERSTANDS THAT HE OR SHE IS NOT
OBLIGED TO CONSENT TO SUCH COLLECTION, USE, PROCESSING AND TRANSFER OF PERSONAL
DATA.
HOWEVER, THE PARTICIPANT UNDERSTANDS THAT HIS OR HER FAILURE TO PROVIDE
SUCH CONSENT MAY AFFECT HIS OR HER ABILITY TO PARTICIPATE IN THE PLAN.
THE
COMPANY, OR ITS SUBSIDIARIES, WILL TRANSFER DATA AMONGST THEMSELVES AS NECESSARY
FOR THE PURPOSE OF IMPLEMENTATION, ADMINISTRATION AND MANAGEMENT OF THE PLAN.
THE PARTICIPANT AUTHORIZES THIS USE OF HIS OR HER PERSONAL DATA.
(G)
SEVERABILITY.
IN THE EVENT THAT ANY PROVISION OF THIS AGREEMENT
SHALL BE HELD ILLEGAL OR INVALID FOR ANY REASON, THE ILLEGALITY OR INVALIDITY
SHALL NOT AFFECT THE REMAINING PARTS OF THIS AGREEMENT, AND THIS AGREEMENT SHALL
BE CONSTRUED AND ENFORCED AS IF