Seagate 2012 Annual Report Download - page 196

an individual be an Employee for some minimum period (not to exceed 30 days) prior to an Offering Date to be eligible to participate
with respect to the Offering Period beginning on that Offering Date.
3.2
The Committee may determine that a designated group of highly compensated Employees is ineligible to participate in the
Plan so long as the excluded category fits within the definition of “highly compensated employee” in Code Section 414(q).
3.3
No Employee may participate in the Plan if immediately after an option is granted the Employee owns or is considered to own
(within the meaning of Code Section 424(d)) Ordinary Shares, including Shares which the Employee may purchase by conversion of
convertible securities or under outstanding options granted by the Corporation, possessing five percent (5%) or more of the total
combined voting power or value of all classes of securities of the Corporation or of any of its Subsidiaries.
3.4 Employees who are citizens or residents of a non-U.S. jurisdiction (without regard to whether they also are citizens or
residents of the United States or resident aliens within the meaning of Section 7701(b)(1)(A) of the Code) may be excluded from
participation in the Plan if the participation of such Employees is prohibited under the laws of the applicable jurisdiction or if
complying with the laws of the applicable jurisdiction would cause the Plan to violate Code Section 423 (or to the extent permitted
under Code Section 423). In the case of any sub-plan adopted pursuant to Section 16 which is not designed to qualify under Code
Section 423, Employees may be excluded from participation in the Plan if the Committee has determined that participation of such
Employees is not advisable or practicable.
3.5 All Employees who participate in the Plan shall have the same rights and privileges under the Plan, except for differences that
may be mandated by local law and that are consistent with Code Section 423(b)(5); provided that individuals participating in a sub-plan
adopted pursuant to Section 16 which is not designed to qualify under Code Section 423 need not have the same rights and privileges as
Employees participating in the Code Section 423 Plan.
3.6 Employees may not participate in more than one Offering Period at a time.
4. OFFERING PERIODS AND PURCHASE PERIODS
4.1
Offering Periods . With respect to Offering Periods commencing prior to February 1, 2006, the Plan shall generally be
implemented by a series of twelve (12) month Offering Periods with new Offering Periods commencing on the first Trading Day on or
after February 1 and August 1 and ending on the last Trading Day in the twelve month periods ending on January 31 and July 31 of the
next calendar year, respectively, or on such other date as the Committee shall determine. The first Offering Period shall commence on
the Effective Date and
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