Insider Trading/Market Abuse Laws Contract Clauses (149)

Grouped Into 11 Collections of Similar Clauses From Business Contracts

This page contains Insider Trading/Market Abuse Laws clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Insider Trading/Market Abuse Laws. By participating in the Plan, you agree to comply with the Company's policy on insider trading, to the extent that it is applicable to you. You further acknowledge that, depending on your or your broker's country of residence or where the shares of Stock are listed, you may be subject to insider trading restrictions and/or market abuse laws that may affect your ability to accept, acquire, sell or otherwise dispose of shares of Stock, rights to shares of Stock (e.g., the Option) or rights linked ...to the value of shares of Stock during such times you are considered to have "inside information" regarding the Company as defined by the laws or regulations in your country. Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you place before you possessed inside information. Furthermore, you could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. You understand that third parties include fellow employees and/or service providers. Any restrictions under these laws and regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy. You acknowledge that it is your responsibility to comply with any applicable restrictions and, therefore, you should consult your personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. By participating in the Plan, you agree to comply with the Company's policy on insider trading, to trading (to the extent that it is applicable to you. you). You further acknowledge that, depending on your or your broker's country of residence or where the shares of Common Stock are listed, you may be subject to insider trading restrictions and/or market abuse laws that which may affect your ability to accept, acquire, sell or otherwise dispose of the shares of Common Stock, rights to shares of ...Common Stock (e.g., the Option) Performance Shares) or rights linked to the value of shares of Stock Common Stock, during such times you are considered to have "inside information" regarding the Company as (as defined by the laws or regulations in your country. country of employment (and country of residence, if different)). Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you place before you possessed possess inside information. Furthermore, you could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. You understand that third parties include fellow employees and/or service providers. employees. Any restrictions restriction under these laws and or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy. You acknowledge that it is your responsibility to comply with any applicable restrictions and, therefore, and that you should therefore consult your personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. By participating in the Plan, you agree to comply with the Company's policy on insider trading, to the extent that it is applicable to you. You further acknowledge that, depending on your or your broker's country of residence or where the shares of Stock Shares are listed, you may be subject to insider trading restrictions and/or market abuse laws that may affect your ability to accept, acquire, sell or otherwise dispose of shares of Stock, Shares, rights to shares of Stock (e.g., the Option) Sh...ares or rights linked to the value of shares of Stock Shares during such times you are considered to have "inside information" regarding the Company as defined by in the laws or regulations in your country. Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you place placed before you possessed inside information. Furthermore, you could be prohibited from (i) (a) disclosing the inside information to any third party (other than on a "need to know" basis) basis), and (ii) (b) "tipping" third parties or causing them otherwise to buy or sell securities. You understand that third Third parties include fellow employees and/or service providers. employees. Any restrictions under these laws and or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company the Company's insider trading policy. You acknowledge that it is your responsibility to comply with any applicable restrictions and, therefore, and you should consult are advised to speak to your personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. By participating Depending on your country, or broker's country, or the country in the Plan, you agree to comply with which the Company's policy on insider trading, to the extent that it is applicable to you. You further acknowledge that, depending on your or your broker's country of residence or where the shares of Common Stock are then listed, you may be subject to insider trading restrictions and/or market abuse laws that in applicable jurisdictions, which may affect your ability to directly ...or indirectly, accept, acquire, sell or attempt to sell or otherwise dispose of shares of Common Stock, or rights to shares of Common Stock (e.g., the Option) RSUs), or rights linked to the value of shares of Common Stock during such times as you are considered to have "inside information" regarding the Company as (as defined by the laws or regulations in applicable jurisdictions or your country. country). Local insider trading laws and regulations may prohibit the cancellation or amendment of orders you place before you possessed possessing inside information. Furthermore, you could understand that you may be prohibited from (i) disclosing the inside information to any third party party, including fellow employees (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them to otherwise to buy or sell securities. You understand that third parties include fellow employees and/or service providers. Any restrictions under these laws and or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy. You acknowledge that it is your responsibility to comply are responsible for ensuring compliance with any applicable restrictions and, therefore, you and should consult with your personal legal advisor on this matter. View More
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Insider Trading/Market Abuse Laws. The Participant acknowledges that, depending on the Participant's or the Participant's broker's country of residence or where the Company Shares are listed, the Participant may be subject to insider trading restrictions and/or market abuse laws, which may affect his or her ability to accept, acquire, sell or otherwise dispose of Company Shares, rights to the Shares (e.g., RSUs) or rights linked to the value of the Shares (e.g., phantom awards, futures) during such times as the Participant is con...sidered to have "inside information" regarding the Company as defined by the laws or regulations in the Participant's country. Local insider trading laws and regulations may prohibit the cancellation or amendment or orders the Participant placed before the Participant possessed inside information. Furthermore, the Participant could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Company. The Participant acknowledges that it is his or her responsibility to comply with any applicable restrictions, and the Participant should consult with his or her own personal legal and financial advisors on this matter. View More
Insider Trading/Market Abuse Laws. The Participant acknowledges that, depending Depending on the Participant's country or the Participant's broker's country of residence or where the Company in which Shares are listed, the Participant may be subject to insider trading restrictions and/or market abuse laws, laws in applicable jurisdictions, including the United States and, if different, the Participant's country, the Participant's broker's country and/or the country where the Shares are listed, which may affect his the Participant...'s ability directly or her ability indirectly, for the Participant him- or herself or for a third party, to accept, acquire, sell or attempt to sell, or otherwise dispose of Company Shares, rights to the Shares (e.g., Performance RSUs) or rights linked to the value of the Shares (e.g., phantom awards, futures) during such times as the Participant is considered to have "inside information" regarding the Company as (as defined by the laws or regulations in the Participant's country. applicable jurisdiction). Local insider trading laws and regulations may prohibit the cancellation or amendment or of orders the Participant placed before the Participant possessed possessing inside information. Furthermore, the Participant could may be prohibited from (i) disclosing the inside insider information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. securities, including third parties who are fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Company. The Participant acknowledges that it is his or her the Participant's responsibility to comply with any applicable restrictions, and the Participant should consult with his or her the Participant's own personal legal and financial advisors on this matter. matter before taking any action related to the Plan. View More
Insider Trading/Market Abuse Laws. The Participant acknowledges that, depending on the Participant's or the Participant's broker's country of residence or where the Company Shares are listed, country, the Participant may be subject to insider trading restrictions and/or market abuse laws, which may affect his or her ability to accept, acquire, acquire or sell Shares or otherwise dispose of Company Shares, rights to the Shares (e.g., RSUs) or rights linked to PSUs) under the value of the Shares (e.g., phantom awards, futures) Plan... during such times as the Participant is considered to have "inside information" regarding the Company as (as defined by the laws or regulations in the Participant's country. Local insider trading laws and regulations may prohibit the cancellation or amendment or orders the Participant placed before the Participant possessed inside information. Furthermore, the Participant could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Company. The Participant acknowledges that it is his or her responsibility to comply with any applicable restrictions, and the Participant should is advised to consult with his or her own personal legal and financial advisors on this matter. View More
Insider Trading/Market Abuse Laws. By accepting the RSUs, the Participant acknowledges that the Participant is bound by all the terms and conditions of any Company insider trading policy as may be in effect from time to time. The Participant further acknowledges that, depending on the Participant's or the Participant's broker's country of residence or where the Company Shares are listed, country, the Participant may be or may become subject to insider trading restrictions and/or market abuse laws, which may affect his or her the ...Participant's ability to accept, acquire, sell or otherwise dispose of Company Shares, rights to the Shares (e.g., RSUs) or rights linked to the value of Shares under the Shares (e.g., phantom awards, futures) Plan during such times as the Participant is considered to have "inside information" regarding the Company as (as defined by the laws or regulations in the Participant's country. applicable jurisdictions). Local insider trading laws and regulations may prohibit the cancellation or amendment or of orders the Participant placed before the Participant possessed inside information. Furthermore, the Participant could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) party, which may include fellow employees and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Company insider trading policy of the Company. as may be in effect from time to time. The Participant acknowledges that it is his or her the Participant's personal responsibility to comply with any applicable restrictions, and the Participant should consult with speak to his or her own personal legal and financial advisors advisor on this matter. View More
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Insider Trading/Market Abuse Laws. The Optionee acknowledges that the Optionee is subject to insider trading and/or market abuse laws, which affect the Optionee's ability to acquire or sell shares of Common Stock under the Plan during such times as the Optionee is considered to have "material nonpublic information" or "inside information" (as defined by the laws in the Optionee's country). The Optionee also acknowledges that the Optionee is subject to the Company's insider trading policy, and the requirements of applicable laws m...ay or may not be consistent with the terms of the Company's insider trading policy. The Optionee acknowledges that it is his or her responsibility to be informed of and compliant with any such laws, and is hereby advised to speak to his or her personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. The Optionee acknowledges that that, depending on the Optionee's or the Optionee's broker's country of residence or where the Company Shares are listed, the Optionee is may be subject to insider trading restrictions and/or market abuse laws, which may affect the Optionee's his or her ability to acquire accept, acquire, sell or sell shares otherwise dispose of Common Stock under Company Shares or exercise Options or rights linked to the Plan value of the Shares (e.g., phantom awards, futures) dur...ing such times as the Optionee is considered to have "material nonpublic information" or "inside information" (as regarding the Company as defined by the laws or regulations in the Optionee's country). The Optionee also acknowledges that country. Local insider trading laws and regulations may prohibit the cancellation or amendment or orders the Optionee is subject placed before the Optionee possessed inside information. Furthermore, the Optionee could be prohibited from (i) disclosing the inside information to the Company's any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy, and the requirements of applicable laws may or may not be consistent with the terms policy of the Company's insider trading policy. Company. The Optionee acknowledges that it is his or her responsibility to be informed of and compliant comply with any applicable restrictions, and the Optionee should consult with his or her own personal legal and financial advisors on this matter. The Optionee may be required to report such laws, accounts, assets or transactions to the tax or other authorities in his or her country. The Optionee may be required to repatriate sale proceeds or other funds received as a result of the Optionee's participation in the Plan to the Optionee's country through a designated bank or broker within a certain time after receipt. The Optionee acknowledges that it is his or her responsibility to comply with any applicable regulations, and is hereby advised to that the Optionee should speak to his or her personal advisor on this matter. 12 24. Addendum. Notwithstanding any provisions of the Agreement, the Option and any Shares acquired under the Plan shall be subject to any special terms and conditions for the Optionee's country of employment and country of residence, if different, as set forth in Addendum A. Moreover, if the Optionee relocates to one of the countries included in the Addendum, the special terms and conditions for such country will apply to the Optionee, to the extent the Company determines that the application of such terms and conditions is necessary or advisable for legal or administrative reasons and provided the imposition of the term or condition will not result in any adverse accounting expense with respect to the Option (or the Company may establish alternative terms and conditions as may be necessary or advisable to accommodate the Optionee's transfer). The Addendum constitutes part of the Agreement. View More
Insider Trading/Market Abuse Laws. The Optionee acknowledges that the Optionee is subject to Optionee's country of residence may have insider trading and/or market abuse laws, which laws that may affect the Optionee's ability to acquire or sell shares of Common Stock Shares under the Plan during such times as the Optionee is considered to have "material nonpublic information" or "inside information" (as defined by in the laws in the Optionee's country). The Optionee also acknowledges that the Optionee is subject to the Company's ...insider trading policy, and the requirements of applicable These laws may be the same or may not be consistent with the terms of the Company's different from any Company insider trading policy. The Optionee acknowledges that it is his or her the Optionee's responsibility to be informed of and compliant with any such laws, regulations, and the Optionee is hereby advised to speak to his or her the Optionee's personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. The Optionee acknowledges that the Optionee is subject to insider trading and/or market abuse laws, which affect the Optionee's ability to acquire or sell shares of Common Stock under the Plan during such times as the Optionee is considered to have "material nonpublic information" or "inside information" (as defined by the laws in the Optionee's country). The Optionee also acknowledges that the Optionee is subject to the Company's insider trading policy, and the requirements of applicable laws m...ay or may not be consistent with the terms of the Company's insider trading policy. The Optionee acknowledges that it is his or her responsibility to be informed of and compliant with any such laws, and is hereby advised to speak to his or her personal advisor on this matter. 10 24. Foreign Asset/Account Reporting Requirements. The Optionee acknowledges that there may be certain foreign asset and/or account reporting requirements which may affect the Optionee's 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 the Optionee's country. The Optionee may be required to report such accounts, assets or transactions to the tax or other authorities in his or her country. The Optionee also may be required to repatriate sale proceeds or other funds received as a result of the Optionee's participation in the Plan to his or her country through a designated bank or broker within a certain time after receipt. The Optionee acknowledges that it is the Optionee's responsibility to be compliant with such regulations, and the Optionee is advised to consult his or her personal legal advisor for any details. View More
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Insider Trading/Market Abuse Laws. The Employee acknowledges that the Employee is subject to insider trading and/or market abuse laws, which affect the Employee's ability to acquire or sell shares of Common Stock under the Plan during such times as the Employee is considered to have "material nonpublic information" or "inside information" (as defined by the laws in the Employee's country). The Employee also acknowledges that the Employee is subject to the Company's insider trading policy, and the requirements of applicable laws m...ay or may not be consistent with the terms of the Company's insider trading policy. The Employee acknowledges that it is his or her responsibility to be informed of and compliant with any such laws, and is hereby advised to speak to his or her personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. The Employee acknowledges that the Employee is subject to insider trading and/or market abuse laws, laws in applicable jurisdictions, which affect the Employee's ability to acquire acquire, sell or attempt to sell shares of Common Stock under the Plan during such times as the Employee is considered to have "material nonpublic information" or "inside information" (as defined by the laws in the applicable jurisdiction or the Employee's country). The Employee also acknowledges that the Employee is ...subject to the Company's insider trading policy, and the requirements of applicable laws may or may not be consistent with the terms of the Company's insider trading policy. The Employee acknowledges that it is his or her responsibility to be informed of and compliant with any such laws, and is hereby advised to should speak to his or her personal advisor on this matter. View More
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Insider Trading/Market Abuse Laws. You acknowledge that your country of residence may have insider trading and/or market abuse laws which may affect your ability to acquire or sell shares of Stock under the Plan during such times that you are considered to have "inside information" (as defined in the laws in your country). These laws may be the same or different from any Company insider trading policy. You acknowledge that it is your responsibility to comply with such regulations, and that you are advised to speak to your persona...l advisor on this matter. View More
Insider Trading/Market Abuse Laws. You acknowledge that your Your country of residence may have insider trading and/or market abuse laws which that may affect your ability to acquire or sell shares of Stock under the Plan during such times that you are considered to have "inside information" (as defined in by the laws in your country). These laws may be the same or different from any Company insider trading policy. You acknowledge that it is your responsibility to comply be informed of and compliant with such regulations, and tha...t you are advised to speak to your personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. You acknowledge that your country of residence may have insider trading and/or market abuse laws which may affect your ability to acquire or sell shares of Stock under the Plan during such times that you are considered –Rev 1.20168 to have "inside information" (as defined in the laws in your country). These laws may be the same or different from any Company insider trading policy. You acknowledge that it is your responsibility to comply with such regulations, and that you are advised to speak to... your personal advisor on this matter. View More
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Insider Trading/Market Abuse Laws. By participating in the Plan, the Employee agrees to comply with Donaldson's policy on insider trading (to the extent that it is applicable to the Employee). Further, the Employee acknowledges that, depending on the Employee's or the broker's country of residence or where the shares of Common Stock are listed, the Employee may be subject to insider trading restrictions and/or market abuse laws which may affect the Employee's ability to accept, acquire, sell or otherwise dispose of shares of Comm...on Stock, rights to shares of Common Stock (e.g., Restricted Stock Units) or rights linked to the value of shares of Common Stock, during such time the Employee is considered to have "inside information" regarding Donaldson as defined by the laws or regulations in the Employee's country. Local insider trading laws and regulations may prohibit the cancellation or amendment of orders the Employee places before he or she possessed inside information. Furthermore, the Employee could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. The Employee understands that third parties include fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Donaldson insider trading policy. The Employee acknowledges that it is the Employee's responsibility to comply with any applicable restrictions, and that the Employee should therefore consult his or her personal advisor on this matter. View More
Insider Trading/Market Abuse Laws. By participating in the Plan, the Employee agrees to comply with Donaldson's policy on insider trading (to the extent that it is applicable to the Employee). Further, the The Employee acknowledges that, depending on the Employee's or the broker's country of residence or where the shares of Common Stock are listed, that the Employee may be subject to insider trading restrictions and/or market abuse laws laws, which may affect the Employee's ability to accept, 17 acquire, sell sell, or otherwise d...ispose of shares of Common Stock, rights to shares of Common Stock (e.g., Restricted Stock Units) Stock, or rights linked to the value of shares of Common Stock, Stock (e.g., phantom awards, futures) during such time times as the Employee is considered to have "inside information" regarding Donaldson as the Company (as defined by the applicable laws or regulations in the Employee's country. Local insider regulations). Insider trading laws and regulations may prohibit the cancellation or amendment of orders the Employee places before he or she possessed possessing inside information. Furthermore, the Employee could be prohibited from (i) disclosing the inside information to any third party (other than on a "need to know" basis) and (ii) "tipping" third parties or causing them otherwise to buy or sell securities. The Employee understands that Keep in mind third parties include fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable Donaldson Company insider trading policy. The Employee acknowledges that it is the Employee's his or her responsibility to comply with any applicable restrictions, and that the Employee should therefore consult speak to his or her personal advisor on this matter. View More
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Insider Trading/Market Abuse Laws. You acknowledge that you may be subject to insider trading restrictions and/or market abuse laws in applicable jurisdictions including, but not limited to, the United States and, if different, your country, which may affect your ability to acquire or sell shares of Common Stock or rights to shares of Common Stock (e.g., the Option) during such times when you are considered to have "inside information" regarding the Company (as defined by the laws in the applicable jurisdictions). Any restriction...s under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Company. You acknowledge that you are responsible for ensuring compliance with any applicable restrictions and understand that you should consult your personal legal advisor on these matters. View More
Insider Trading/Market Abuse Laws. You acknowledge that Depending on your country, you may be subject to insider trading restrictions and/or market abuse laws in applicable jurisdictions including, but not limited to, the United States and, if different, your country, which may affect your ability to acquire or sell shares of Common Stock or rights to shares of Common Stock (e.g., the Option) during such times when you are considered to have "inside information" regarding the Company (as defined by the laws in the applicable juri...sdictions). your country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be imposed under any applicable insider trading policy of the Company. You acknowledge that you are responsible for ensuring compliance with any applicable restrictions and understand that you should consult your personal legal advisor on these matters. View More
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Insider Trading/Market Abuse Laws. Optionee acknowledges that, depending on Optionee's country, Optionee may be subject to insider trading restrictions and/or market abuse laws, which may affect his or her ability to acquire or sell Shares or exercise Options under the Plan during such times as Optionee is considered to have "inside information" regarding the Company (as defined by the laws in Optionee's country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be im...posed under any applicable insider trading policy of the Company. Optionee acknowledges that it is his or her responsibility to comply with any applicable restrictions, and Optionee is advised to consult with his or her own personal legal and financial advisors on this matter. 8 21. Recoupment. The Options granted pursuant to this Agreement are subject to the terms of any compensation recoupment policy that may be adopted by the Company and in effect from time to time (the "Policy") if and to the extent such Policy by its terms applies to the Options, and to the terms required by applicable law,; and the terms of the Policy and such applicable law are incorporated by reference herein and made a part hereof. View More
Insider Trading/Market Abuse Laws. Optionee acknowledges that, depending on Optionee's country, Optionee may be subject to insider trading restrictions and/or market abuse laws, which may affect his or her ability to acquire or sell Shares or exercise Options under the Plan during such times as Optionee is considered to have "inside information" regarding the Company (as defined by the laws in Optionee's country). Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be im...posed under any applicable insider trading policy of the Company. Optionee acknowledges that it is his or her responsibility to comply with any applicable restrictions, and Optionee is advised to consult with his or her own personal legal and financial advisors on this matter. 8 21. Recoupment. The Options granted pursuant to this Agreement are subject to the terms of any compensation recoupment policy that may be adopted by the Company and in effect from time to time (the "Policy") if and to the extent such Policy by its terms applies to the Options, and to the terms required by applicable law,; and the terms of the Policy and such applicable law are incorporated by reference herein and made a part hereof. View More
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Insider Trading/Market Abuse Laws. The Grantee's country of residence may have insider trading and/or market abuse laws that may affect the Grantee's ability to acquire or sell Shares during such times the Grantee is considered to have "inside information" (as defined in the laws in the Grantee's country of residence). These laws may be the same or different from any Company insider trading policy. The Grantee acknowledges that it is the Grantee's responsibility to be informed of and compliant with such regulations, and the Grant...ee is advised to consult with the Grantee's personal advisors for additional information. View More
Insider Trading/Market Abuse Laws. By participating in the Plan, the Grantee agrees to comply with the Company's policy on insider trading (to the extent that it is applicable to the Grantee). The Grantee further acknowledges that, depending on the Grantee's or the Grantee's broker's country of residence or where the shares of Common Stock are listed, the Grantee may have be subject to insider trading restrictions and/or market abuse laws that which may affect the Grantee's ability to acquire accept, acquire, sell or sell Shares ...otherwise dispose of shares of Common Stock, rights to purchase shares of Common Stock (e.g., Option) or rights linked to the value of shares of Common Stock, during such times the Grantee is considered to have "inside information" (as regarding the Company as defined in by the laws or regulations in the Grantee's country of residence). These residence (or country of employment, if different). Local insider trading laws and regulations may prohibit the cancellation or amendment of orders the Grantee places before the Grantee possessed inside information. Furthermore, the Grantee could be prohibited from (a) disclosing the inside information to any third party (other than on a "need to know" basis) and (b) "tipping" third parties or causing them otherwise to buy or sell securities. The Grantee understands that third parties include fellow employees. Any restrictions under these laws or regulations are separate from and in addition to any restrictions that may be the same or different from imposed under any Company applicable Company's insider trading policy. The Grantee acknowledges that it is the Grantee's personal responsibility to be informed of comply with any applicable restrictions, and compliant with such regulations, and that the Grantee is advised to should consult with the Grantee's personal advisors for additional information. advisor on this matter. View More
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Insider Trading/Market Abuse Laws. Your country of residence may have insider trading and/or market abuse laws that may affect your ability to acquire or sell shares of Common Stock under the Plan during such times you are considered to have "inside information" (as defined in the laws in your country). These laws may be the same or different from any Company insider trading policy. You acknowledge that it is your responsibility to be informed of and compliant with such regulations, and you are advised to speak to your personal a...dvisor on this matter. Any disputes regarding this Award or the Plan shall be brought only in the state or federal courts of the State of Delaware. If you transfer your residence and/or employment to another country, any special terms and conditions for such country will apply to the Restricted Stock Units to the extent the Company determines, in its sole discretion, that the application of such terms and conditions is necessary or advisable in order to comply with local laws, rules and regulations, or to facilitate the operation and administration of the Award and the Plan (or the Company may establish additional terms and conditions as may be necessary or advisable to accommodate your transfer). In all circumstances, the Addendum shall constitute part of these terms and conditions. You hereby consent to receive such documents be electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party-designated by the Company. If you have received the Award Agreement, the Plan or any other documents related to the Restricted Stock Units translated into a language other than English, and if the meaning of the translated version is different than the English version, the English version will control. Such requirements may include (but are not limited to) requiring you to sign any agreements or undertakings that may be necessary to accomplish the foregoing. View More
Insider Trading/Market Abuse Laws. Your country of residence may have insider trading and/or market abuse laws that may affect your ability to acquire or sell shares of Common Stock Shares under the Plan during such times you are considered to have "inside information" (as defined in the laws in your country). These laws may be the same or different from any Company insider trading policy. You acknowledge that it is your responsibility to be informed of and compliant with such regulations, and you are advised to speak to your per...sonal advisor on this matter. Any disputes regarding this Award the Option or the Plan shall be brought only in the state or federal courts of the State of Delaware. If you transfer your residence and/or employment to another country, any special terms and conditions for such country will apply to the Restricted Stock Units Option to the extent the Company determines, in its sole discretion, that the application of such terms and conditions is necessary or advisable in order to comply with local laws, rules and regulations, or to facilitate the operation and administration of the Award Option and the Plan (or the Company may establish additional terms and conditions as may be necessary or advisable to accommodate your transfer). In all circumstances, the Addendum shall constitute part of these terms and conditions. You hereby consent to receive such documents be electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party-designated by the Company. If you have received the Award Agreement, the Plan or any other documents related to the Restricted Stock Units Option translated into a language other than English, and if the meaning of the translated version is different than the English version, the English version will control. Such requirements may include (but are not limited to) requiring you to sign any agreements or undertakings that may be necessary to accomplish the foregoing. 6 20. Clawback Policy. This Award Agreement and the Option are subject to the Company's Policy on Recoupment of Incentive Compensation and any similar policy or policies that have been or may be adopted by the Company. Ingredion Incorporated By: Diane J. Frisch Title: Senior Vice President, Human Resources * * * * * 7 Ingredion Incorporated Addendum to the Stock Option Award Agreement In addition to the terms of the Plan and the Award Agreement, the Option is subject to the following additional terms and conditions. All defined terms contained in this Addendum shall have the same meaning as set forth in the Plan and the Award Agreement. Pursuant to Section 16 of the Award Agreement, if you transfer your residence and/or employment to another country reflected in an Addendum, the additional terms and conditions for such country (if any) will apply to you to the extent the Company determines, in its sole discretion, that the application of such terms and conditions is necessary or advisable in order to comply with local laws, rules and regulations, or to facilitate the operation and administration of the Option and the Plan (or the Company may establish additional terms and conditions as may be necessary or advisable to accommodate your transfer). AUSTRALIA 1. Shareholder Approval Requirement. To the extent you are an individual whose termination benefits are subject to Sections 200 to 200J of the Corporations Act 2001, the Option is contingent upon the Company's satisfaction of the shareholder approval requirements thereunder. To the extent the Company does not or is unable to satisfy such requirements, your Option will be null and void, and you will not have any claims against the Company to receive any payment or other benefits in lieu of the Option. View More
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