||Withdrawal; Termination of Employment. |
(a) A participant may
withdraw all but not less than all the payroll deductions credited to his or her account and not yet used to exercise his or her option under the Plan at any time prior to the Exercise Date of an Offering Period by giving written notice to the
Committee (or such person as may be designated by the Committee from time to time) in the manner as the Committee may prescribe from time to time. All of the participants payroll deductions credited to his or her account will be paid to such
participant promptly after receipt of notice of withdrawal and such participants option for the Offering Period will be automatically terminated, and no further payroll deductions for the purchase of ADSs will be made during the Offering
Period. If a participant withdraws from the Plan during an Offering Period, he or she may not resume participation until the next Offering Period. He or she may resume participation for any other Offering Period by delivering to the Committee (or
such person as may be designated by the Committee from time to time) a new subscription agreement no later than the 20th day of the month immediately prior to the Enrollment Date for such Offering Period.
(b) Upon a participants ceasing to be an Employee, for any reason, he or she will be deemed to have elected to
withdraw from the Plan and the payroll deductions credited to such participants account during the Offering Period but not yet used to exercise the option will be distributed to such participant or, in the case of his or her death, to his or
her estate, and such participants option will be automatically terminated. Unless otherwise determined by the Committee, any full or fractional ADSs held in the brokerage account of such participant shall remain in such account until such
participant or, in the case of his or her death, his or her estate, requests that a certificate representing the full ADSs be distributed or that such ADSs be sold and the proceeds from the sale distributed to the participant, or such other person.
Upon a participants request, any fractional ADSs will be distributed in cash in the form of a check having a value equal to the value of such fractional ADSs; provided, however, that, in the discretion of the Committee, the participant may be
responsible for any fees associated with the maintenance of his or her account following such termination of employment.
(c) A participants withdrawal from an Offering Period will not have any effect upon his or her eligibility to
participate in any similar plan which may hereafter be adopted by the Issuer, the Company or any other Designated Employer.
11. Interest. No interest or other increment shall accrue or be payable with respect to any of the payroll
deductions of a participant in the Plan.
(a) The maximum number of ADSs which shall be made
available for sale under the Plan shall be 8,500,000, subject to adjustment upon changes in capitalization of the Issuer as provided in Section 17 hereof. The ADSs granted pursuant to the Plan may be (i) authorized but unissued ADSs,
(ii) authorized and issued ADSs held by the Issuer, the Company or any other of the Issuers subsidiaries, or (iii) acquired by the Issuer, the Company or any other of the Issuers subsidiaries for the purposes of the Plan. If on
a given Exercise Date the number of ADSs with respect to which options are to be exercised exceeds the number of ADSs then available under the Plan, the Committee shall make a pro rata allocation of the ADSs remaining available for purchase in as
uniform a manner as shall be practicable and as it shall determine to be equitable.