Option Grant and Exercise Terms
EXHIBIT 10.12
Optionee acknowledges that he or she is proficient in the English language, or had the opportunity to consult with an
advisor who is proficient in the English language so as to enable Optionee to understand the provisions of this Agreement and
the Plan, and understands the content of this Agreement and other Plan-related materials. If Optionee has received this
Agreement, or any other document related to the Options and/or the Plan translated into a language other than English and if
the meaning of the translated version is different than the English version, the English version will control.
P.Severability.
The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or
otherwise unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.
Q.Addendum.
Notwithstanding any provisions in this Global Monthly-Grant Stock Option Agreement, the Option grant shall be
subject to any additional terms and conditions set forth in any Addendum to this Global Monthly-Grant Stock Option
Agreement for Optionee's country.
Moreover, if Optionee transfers employment or relocates to one of the countries included in any Addendum, the additional
terms and conditions for such country will apply to Optionee, to the extent the Company determines that the application of
such terms and conditions is necessary or advisable for legal or administrative reasons. The Addendum constitutes part of this
Global Monthly-Grant Stock Option Agreement.
R.Imposition of Other Requirements.
The Company reserves the right to impose other requirements on Optionee's participation in the Plan, on the Options
and on any Shares purchased upon exercise of the Options, to the extent the Company determines it is necessary or advisable
for legal or administrative reasons, and to require Optionee to sign any additional agreements or undertakings that may be
necessary to accomplish the foregoing.
S.Waiver.
Optionee acknowledges that a waiver by the Company of breach of any provision of this Agreement shall not operate
or be construed as a waiver of any other provision of this Agreement, or of any subsequent breach by Optionee or any other
optionees.
T.Insider Trading Restrictions/Market Abuse Laws.
Optionee acknowledges that he or she is subject to the Netflix, Inc. Insider Trading Policy and that Optionee has
reviewed and agreed to this policy. Further, Optionee acknowledges that, depending on his or her country, broker's country, or
the country in which the Shares are listed, he or she may be subject to insider trading restrictions and/or market abuse laws in
applicable jurisdictions, which may affect his or her ability to accept, acquire, sell or
8View entire presentation