Consent. YOU HEREBY EXPLICITLY AND UNAMBIGUOUSLY CONSENT TO THE
COLLECTION, USE AND TRANSFER, IN ELECTRONIC OR OTHER FORM, OF YOUR PERSONAL DATA
AS DESCRIBED IN THIS DOCUMENT AND ANY OTHER RESTRICTED STOCK UNIT MATERIALS BY
AND AMONG, AS APPLICABLE, THE EMPLOYER, AND THE COMPANY AND ITS SUBSIDIARIES AND
AFFILIATES FOR THE EXCLUSIVE PURPOSE OF IMPLEMENTING, ADMINISTERING AND MANAGING
YOUR PARTICIPATION IN THE PLAN.
YOU UNDERSTAND THAT THE COMPANY AND THE EMPLOYER HOLD CERTAIN PERSONAL
INFORMATION ABOUT YOU, INCLUDING, BUT NOT LIMITED TO, YOUR NAME, HOME ADDRESS
AND TELEPHONE NUMBER, DATE OF BIRTH, SOCIAL INSURANCE NUMBER OR OTHER
IDENTIFICATION NUMBER, SALARY, NATIONALITY, JOB TITLE, ANY SHARES OF STOCK OR
DIRECTORSHIPS HELD IN THE COMPANY, DETAILS OF ALL RESTRICTED STOCK UNITS OR ANY
OTHER ENTITLEMENT TO SHARES OF STOCK AWARDED, CANCELED, SETTLED, EXERCISED,
VESTED, UNVESTED OR OUTSTANDING IN YOUR FAVOR, FOR THE PURPOSE OF IMPLEMENTING,
ADMINISTERING AND MANAGING THE PLAN ("DATA"). YOU UNDERSTAND THAT DATA MAY BE
TRANSFERRED TO ANY THIRD PARTIES ASSISTING IN THE IMPLEMENTATION, ADMINISTRATION
AND MANAGEMENT OF THE PLAN, THAT THESE RECIPIENTS MAY BE LOCATED IN YOUR
COUNTRY, OR ELSEWHERE, AND THAT THE RECIPIENT'S COUNTRY MAY HAVE DIFFERENT DATA
PRIVACY LAWS AND PROTECTIONS THAN YOUR COUNTRY. YOU AUTHORIZE THE RECIPIENTS TO
RECEIVE, POSSESS, USE, RETAIN AND TRANSFER THE DATA, IN ELECTRONIC OR OTHER
FORM, FOR THE PURPOSES OF IMPLEMENTING,
5
ADMINISTERING AND MANAGING YOUR PARTICIPATION IN THE PLAN, INCLUDING ANY
REQUISITE TRANSFER OF SUCH DATA AS MAY BE REQUIRED TO A BROKER OR OTHER THIRD
PARTY. YOU UNDERSTAND THAT THE DATA MAY BE TRANSFERRED TO A BONA FIDE
PROSPECTIVE BUYER OF THE COMPANY OR ANY AFFILIATE, PROVIDED THAT THE PROSPECTIVE
BUYER AND ITS ADVISORS IRREVOCABLY AGREE TO USE THE DATA ONLY IN CONNECTION WITH
THE PROPOSED TRANSACTION AND IN ACCORDANCE WITH THE DATA PROTECTION PRINCIPLES
SET OUT IN THE UNITED KINGDOM DATA PROTECTION ACT OF 1998. YOU UNDERSTAND THAT
THE DATA MAY BE TRANSFERRED TO A PERSON WHO IS A RESIDENT OF A COUNTRY OR
TERRITORY OUTSIDE OF THE EUROPEAN ECONOMIC AREA THAT MAY NOT PROVIDE THE SAME
STATUTORY PROTECTION FOR THE DATA AS COUNTRIES WITHIN THE EUROPEAN ECONOMIC
AREA. YOU UNDERSTAND THE DATA WILL BE HELD ONLY AS LONG AS IS NECESSARY TO
IMPLEMENT, ADMINISTER AND MANAGE YOUR PARTICIPATION IN THE PLAN. YOU UNDERSTAND
THAT YOU MAY, AT ANY TIME, VIEW DATA, REQUEST ADDITIONAL INFORMATION ABOUT THE
STORAGE AND PROCESSING OF DATA, REQUIRE ANY NECESSARY AMENDMENTS TO DATA OR
WITHDRAW THE CONSENTS HEREIN BY CONTACTING IN WRITING YOUR EMPLOYER'S LOCAL
HUMAN RESOURCES REPRESENTATIVE. YOU UNDERSTAND, HOWEVER, THAT WITHDRAWAL OF
CONSENT MAY AFFECT YOUR ABILITY TO PARTICIPATE IN THE PLAN OR TO REALIZE
BENEFITS FROM THE RESTRICTED STOCK UNITS.
11. Compliance with Law. Notwithstanding any provision of this Agreement to the
contrary, any issuance of Common Stock hereunder will be subject to compliance
with all applicable requirements of federal, state, and foreign law with respect
to such securities and with the requirements of any stock exchange or market
system upon which the Common Stock may then be listed.