Mondelez 2014 Annual Report Download - page 161

15. Miscellaneous Definitions . For the purposes of this Agreement, the term “ Disability ” means permanent and total disability as
determined under the procedures established by the Company for purposes of the Plan and the term “ Normal Retirement ” means retirement
from active employment under a pension plan of the Mondelēz Group, an employment contract with any member of the Mondelēz Group or a
local labor contract, on or after the date specified as normal retirement age in the pension plan, employment contract or local contract, if any,
under which the Optionee is at that time accruing pension benefits for his or her current service (or, in the absence of a specified normal
retirement age, the age at which pension benefits under such plan or contract become payable without reduction for early commencement and
without any requirement of a particular period of prior service). In any case in which the meaning of “Normal Retirement” is uncertain under the
definition contained in the prior sentence, an Optionee’s termination shall be treated as Normal Retirement as the Committee, in its sole
discretion, deems equivalent to retirement. For the purposes of this Agreement, “ Early Retirement ” means retirement from active employment
other than Normal Retirement, as determined by the Committee, in its sole discretion.
16. Language . If this Agreement or any other document related to the Plan is translated into a language other than English and if the
meaning of the translated version is different from the English version, the English version will control.
17. Compliance With Law . Notwithstanding any other provision of the Plan or this Agreement, unless there is an available exemption
from any registration, qualification or other legal requirement applicable to the shares of Common Stock, the Company shall not be required to
deliver any Option Shares issuable upon exercise of the Option prior to the completion of any registration or qualification of the Option Shares
under any local, state, federal or foreign securities or exchange control law or under rulings or regulations of the Commission or of any other
governmental regulatory body, or prior to obtaining any approval or other clearance from any local, state, federal or foreign governmental
agency, which registration, qualification or approval the Company shall, in its absolute discretion, deem necessary or advisable. The Optionee
understands that the Company is under no obligation to register or qualify the Option Shares with the Commission or any state or foreign
securities commission or to seek approval or clearance from any governmental authority for the issuance or sale of the shares. Further, the
Optionee agrees that the Company shall have unilateral authority to amend the Plan and the Agreement without the Optionee’s consent to the
extent necessary to comply with securities or other laws applicable to the issuance of shares of Common Stock.
18. Notices . Any notice required or permitted hereunder shall be (i) given in writing and shall be deemed effectively given upon personal
delivery, upon deposit for delivery by an internationally recognized express mail courier service or upon deposit in the United States mail by
certified mail (if the parties are within the United States), with postage and fees prepaid, addressed to the other party at its address as shown in
these instruments, or to such other address as such party may designate in writing from time to time to the other party or (ii) delivered
electronically through the Company’s electronic mail system (including any notices delivered by a third-party) and shall be deemed effectively
given upon such delivery. Any documents required to be given or delivered to the Optionee related to current or future participation in the Plan
may also be delivered through electronic means as described in paragraph 19 below.
19. Electronic Delivery and Acceptance . The Company may, in its sole discretion, decide to deliver any documents related to current or
future participation in the Plan by electronic means. The Optionee hereby consents to receive such documents by electronic delivery and agrees
to participate in the Plan through any on-line or electronic system established and maintained by the Company or a third party designated by the
Company.
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