Application of the Plan. The terms of this Agreement are governed by the terms of the Plan, as it exists on the date of hereof and as the Plan is amended from time to time. In the event of any conflict between the provisions of this Agreement and the provisions of the Plan, the terms of the Plan shall control, except as expressly stated otherwise herein.

Save as modified in this US Employee Sub-Plan, all the provisions of the Plan shall be incorporated into this US Employee Sub-Plan as if fully set out herein so as to be part of this US Employee Sub-Plan SAVE THAT any Award named a “Conditional Share Award” in the Plan shall be re-named a “Restricted Stock Unit” or “RSU” when granted under the US Employee Sub-Plan.

Save as modified in this US Employee Sub-Plan, all the provisions of the Plan shall be incorporated into this US Employee Sub-Plan as if fully set out herein so as to be part of this US Employee Sub-Plan SAVE THAT any Award named a “Conditional Share Award” in the Plan shall be re-named a “Restricted Stock Unit” or “RSU” when granted under the US Employee Sub-Plan.

The Parties agree that all rights and licenses granted to [[CareDx:Organization]] under this Agreement are rights and licenses to "intellectual property" as defined in [Section 101(35A)] (or its successors) of Title 11 of the United States Bankruptcy Code or its successor (“Code”). [[CareDx:Organization]] will, during the Term of the Agreement, have the rights set forth in this Agreement with respect to the Licensed IP of [[Illumina:Organization]], when and as such Licensed IP of [[Illumina:Organization]] is developed or created by or for [[Illumina:Organization]]. In addition and without limitation to the foregoing, [[Illumina:Organization]] acknowledges and agrees that [[CareDx:Organization]], as a licensee of [[Illumina:Organization]]’s Intellectual Property under this Agreement, will have and may fully exercise all rights available to it under the Code, including under Section 365(n) of the Code. In the event [[Illumina:Organization]] files for protection under the Code and the trustee for [[Illumina:Organization]] rejects this Agreement and, pursuant to [Section 365(n)] of the Code, [[CareDx:Organization]] elects to retain its rights under this Agreement as described in [Section 365(n)(1)(B)] of the Code, not in lieu or limitation of any other rights or remedies available to [[CareDx:Organization]], [[Illumina:Organization]] or the trustee for [[Illumina:Organization]] or its assets will, at [[CareDx:Organization]]'s written request, deliver to [[CareDx:Organization]] any Licensed IP of [[Illumina:Organization]] licensed to [[CareDx:Organization]] under this Agreement that [[Illumina:Organization]] is obligated to deliver or transfer to [[CareDx:Organization]] pursuant to Section 8.1 but that has not yet been delivered or transferred to [[CareDx:Organization]] in accordance with Section 8.1.

THE PLAN. The Restricted Shares awarded by the Company and described in this Agreement are made in accordance with and subject to the Plan. The terms of this Agreement are intended to be in full accordance with the Plan. However, in the event of any potential or actual conflict between any term of this Agreement and the Plan, this Agreement shall automatically be amended to comply with the terms of the Plan.

The Plan. This Agreement is subject to all the terms, conditions, limitations and restrictions contained in the Plan.

The Plan. The equity granted under this Policy shall be made in accordance with the Willis Towers Watson Public Limited Company 2012 Equity Incentive Plan or any successor plan thereto (the “2012 Plan”). All applicable terms of the 2012 Plan apply to this Policy as if fully set forth herein except to the extent such other provisions are inconsistent with this Policy, and all grants of equity hereby are subject in all respect to the terms of the 2012 Plan.

The Plan. The Plan, a copy of which is attached hereto, is hereby incorporated by reference herein and made a part hereof for all purposes, and when taken with this Agreement shall govern the rights of the Participant and the Company with respect to the Award (as defined below).

The Plan. The RUSs awarded by the Company and described in this Agreement are made in accordance with and subject to the Plan and the LTIP Plan. The terms of this Agreement are intended to be in full accordance with each of the Plan and LTIP Plan. However, in the event of any potential or actual conflict between any term of this Agreement and either the Plan or LTIP Plan, this Agreement shall automatically be amended to comply with the terms of the Plan or LTIP Plan, as applicable.

The Plan. By accepting this Award, the Grantee acknowledges that the Grantee has received a copy of the Plan, has read the Plan and is familiar with its terms, and accepts the Restricted Stock Units subject to all of the terms and provisions of the Plan, as amended from time to time. Pursuant to the Plan, the Board or its committee is authorized to interpret the Plan and to adopt rules and regulations not inconsistent with the Plan as it deems appropriate. By accepting this Award, the Grantee acknowledges and agrees to accept as binding, conclusive and final all decisions or interpretations of the Board or its committee upon any questions arising under the Plan.