Limitations Applicable to [Section 16] Persons. Notwithstanding anything contained herein to the contrary, with respect to any Award granted or awarded to any individual who is then subject to Section 16 of the Exchange Act, the Plan, any applicable Program and the applicable Award Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including Rule 16b-3 of the Exchange Act and any amendments thereto) that are requirements for the application of such exemptive rule, and such additional limitations shall be deemed to be incorporated by reference into such Award to the extent permitted by Applicable Law.

Section # Limitations Applicable to [Section 16] Persons. Notwithstanding anything contained herein toany other provision of the contrary, with respect to any Award grantedPlan or awarded to any individual whothis Agreement, if Participant is then subject to Section 16 of the Exchange Act, the Plan, any applicable Programthe RSUs, the Grant Notice and the applicable Awardthis Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act and any amendments thereto)Act) that are requirements for the application of such exemptive rule, and such additional limitations shall be deemed to be incorporated by reference into such Award torule. To the extent permitted by Applicable Law.Law, this Agreement shall be deemed amended to the extent necessary to conform to such applicable exemptive rule.

Limitations5.10Limitations Applicable to [Section 16] Persons. Notwithstanding anything contained herein toany other provision of the contrary, with respect to any Award grantedPlan or awarded to any individual whothis Option Agreement, if the Optionee is then subject to Section 16 of the Exchange Act, then the Plan, any applicable Programthe Option and the applicable Awardthis Option Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16 of the Exchange Act (including any amendment to Rule 16b-3 of the Exchange Act and any amendments thereto)Act) that are requirements for the application of such exemptive rule, and such additional limitations shall be deemed to be incorporated by reference into such Award torule. To the extent permitted by Applicable Law.applicable law, this Option Agreement shall be deemed amended to the extent necessary to conform to such applicable exemptive rule.

Limitations ApplicableExemptions from [Section 16(b)] Liability. It is the intent of the Company that the grant of any Awards to [Section 16] Persons. Notwithstanding anything contained herein to the contrary, with respect to any Award granted or awarded to any individualother transaction by a Participant who is then subject to Section 16 of the Exchange Act, the Plan,Act shall be exempt from [Section 16] pursuant to an applicable exemption (except for transactions acknowledged in writing to be non-exempt by such Participant). Accordingly, if any applicable Program and the applicableprovision of this Plan or any Award Agreement shall be subject to any additional limitations set forth in any applicable exemptive rule under Section 16does not comply with the requirements of the Exchange Act (including Rule 16b-3 of the Exchange Act andthen applicable to any amendments thereto) that are requirements for the application of such exemptive rule, andtransaction, such additional limitationsprovision shall be construed or deemed to be incorporated by reference into such Awardamended to the extent permitted by Applicable Law.necessary to conform to the applicable requirements of Rule 16b-3 so that such Participant shall avoid liability under [Section 16(b)].