Affiliates. In the event that an Award is subject to more than one such policy, the policy with the most restrictive
clawback or recoupment provisions shall govern such Award, subject to applicable law.
(g)Non-Exempt Employees. If an Option is granted to an employee of the Company or any of its Affiliates in the
United States who is a non-exempt employee for purposes of the Fair Labor Standards Act of 1938, as amended,
the Option will not be first exercisable for any shares of Stock until at least six (6) months following the date of
grant of the Option (although the Option may vest prior to such date). Consistent with the provisions of the Worker
Economic Opportunity Act, (1) if such employee dies or suffers a Disability, (2) upon a Corporate Event in which
such Option is not assumed, continued, or substituted, (3) upon a Change in Control, or (4) upon the Participant’s
retirement (as such term may be defined in the applicable Award Agreement or a Participant Agreement, or, if no
such definition exists, in accordance with the Company’s then current employment policies and guidelines), the
vested portion of any Options held by such employee may be exercised earlier than six (6) months following the
date of grant. The foregoing provision is intended to operate so that any income derived by a non-exempt
employee in connection with the exercise or vesting of an Option will be exempt from his or her regular rate of pay.
To the extent permitted and/or required for compliance with the Worker Economic Opportunity Act to ensure that
any income derived by a non-exempt employee in connection with the exercise, vesting or issuance of any shares
under any other Award will be exempt from such employee’s regular rate of pay, the provisions of this
Section 21(g) will apply to all Awards.
(h)Data Privacy. As a condition of receipt of any Award, each Participant explicitly and unambiguously consents to the
collection, use, and transfer, in electronic or other form, of personal data as described in this Section 21(h) by and
among, as applicable, the Company and its Affiliates for the exclusive purpose of implementing, administering, and
managing the Plan and Awards and the Participant’s participation in the Plan. In furtherance of such
implementation, administration, and management, the Company and its Affiliates may hold certain personal
information about a Participant, including, but not limited to, the Participant’s name, home address, telephone
number, date of birth, social security or insurance number or other identification number, salary, nationality, job
title(s), information regarding any securities of the Company or any of its Affiliates, and details of all Awards
(the “Data”). In addition to transferring the Data amongst themselves as necessary for the purpose of
implementation, administration, and management of the Plan and Awards and the Participant’s participation in the
Plan, the Company and its Affiliates may each transfer the Data to any third parties assisting the Company in the
implementation, administration, and management of the Plan and Awards and the Participant’s participation in the
Plan. Recipients of the Data may be located in the Participant’s country or elsewhere, and the Participant’s country
and any given recipient’s country may have different data privacy laws and protections. By accepting an Award,
each Participant authorizes such recipients to receive, possess, use, retain, and transfer the Data, in electronic or
other form, for the purposes of assisting the Company in the implementation, administration, and management of
the Plan and Awards and the Participant’s participation in the Plan, including any requisite transfer of such Data as
may be required to a broker or other third party with whom the Company or the Participant may elect to deposit
any shares of Stock. The Data related to a Participant will be held only as long as is necessary to implement,
administer, and manage the Plan and Awards and the Participant’s participation in the Plan. A Participant may, at
any time, view the Data held by the Company with respect to such Participant, request additional information about
the storage and processing of the Data with respect to such Participant, recommend any necessary corrections to
the Data with respect to the Participant, or refuse or withdraw the consents herein in writing, in any case without
cost, by contacting his or her local human resources representative. The Company may cancel the Participant’s
eligibility to participate in the Plan, and in the Committee’s discretion, the Participant may forfeit any outstanding
Awards if the Participant refuses or withdraws the consents described herein. For more information on the
consequences of refusal to consent or withdrawal of consent, Participants may contact their local human
resources representative.
(i)Participants Outside of the United States. The Committee may modify the terms of any Award under the Plan made
to or held by a Participant who is then a resident, or is primarily employed or providing services, outside of the
United States in any manner deemed by the Committee to be necessary or appropriate in order that such Award
shall conform to laws, regulations, and customs of the country in which the Participant is then a resident or
primarily employed or providing services, or so that the value and other benefits of the Award to the Participant, as
affected by non–U.S. tax laws and other restrictions applicable as a result of the Participant’s residence,
employment, or providing services abroad, shall be comparable to the value of such Award to a Participant who is
a resident, or is primarily employed or providing services, in the United States. An Award may be modified under
this Section 21(i) in a manner that is inconsistent with the express terms of the Plan, so long as such modifications
