VMware 2012 Annual Report Download - page 131

Form of RSU Agreement
will the issuance of such shares be deferred subsequent to March 15th of the year following the year in which the shares
otherwise would have been issued. In the event the receipt of any shares of Stock is deferred hereunder due to the
existence of a special blackout period, such shares will be issued to the Participant on the first day following the
termination of such special blackout period as determined by the Company’s General Counsel or his or her delegatee;
provided, however, that in no event will the issuance of such shares be deferred subsequent to March 15th of the year
following the year in which such shares otherwise would have been issued. Notwithstanding the foregoing, any deferred
shares of Stock will be issued promptly to the Participant prior to the termination of the blackout period in the event the
Participant ceases to be subject to the blackout period. The Participant hereby represents that he or she accepts the effect
of any such deferral under relevant federal, state and local tax laws or otherwise.
12.
Award is Not Transferable . Except to the limited extent provided in Section [5][“Death of Participant”]
above, this Award of RSUs and the rights and privileges conferred hereby will not be transferred, assigned, pledged or
hypothecated in any way by the Participant (whether by operation of law or otherwise) and will not be subject to sale
under execution, attachment or similar process, until the Participant has been issued the Stock. Upon any attempt by the
Participant to transfer, assign, pledge, hypothecate or otherwise dispose of this Award, or any right or privilege
conferred hereby, or upon any attempted sale under any execution, attachment or similar process, this Award and the
rights and privileges conferred hereby immediately will become null and void. The terms of this Agreement will be
binding upon the Participant’s executors, administrators, heirs, successors and any permitted transferees.
13.
Data Privacy . The Participant hereby explicitly and unambiguously consents to the collection, use and
transfer, in electronic or other form, of his or her personal data as described in this Agreement and any other RSU grant
materials (“Data”) by and among, as applicable, the Employer, the Company, the Parent, the Subsidiaries and Affiliates
for the exclusive purpose of implementing, administering and managing the Participant’s participation in the Plan.
The Participant understands that the Company and the Employer may hold certain personal information about the
Participant, including, but not limited to, the Participant’s name, home address and telephone number, date of birth,
social insurance number or other identification number, salary, nationality, job title, any shares of Stock or directorships
held in the Company, details of all RSUs or any entitlement to shares of Stock awarded, canceled, exercised, vested,
unvested or outstanding in the Participant’s favor, for the purpose of implementing, administering and managing the
Plan. The Participant understands that Data may be transferred to any third parties assisting in the implementation,
administration and management of the Plan, that these recipients may be located in the Participant’s country or
elsewhere, and that the recipients’ country (e.g., the U.S.) may have different data privacy laws and protections than the
Participant’s country. The Participant authorizes the recipients to receive, possess, use, retain and transfer the Data, in
electronic or other form, for the sole purpose of implementing, administering and managing the Participant’s
participation in the Plan, including any requisite transfer of such Data as may be required to a third party. Further, the
Participant understands that the Participant is providing the consents herein on a purely voluntary basis. If the
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v. 12.17.2012