Common use of Accounting Restatement Required Under Xxxxxxxx-Xxxxx Clause in Contracts

Accounting Restatement Required Under Xxxxxxxx-Xxxxx. GS Inc. is required to prepare an accounting restatement due to GS Inc.’s material noncompliance, as a result of misconduct, with any financial reporting requirement under the securities laws as described in Section 304(a) of Xxxxxxxx-Xxxxx; provided, however, that your rights will only be terminated in respect of Shares at Risk to the same extent that would be required under Section 304(a) of Xxxxxxxx-Xxxxx had you been a “chief executive officer” or “chief financial officer” of GS Inc. (regardless of whether you actually hold such position at the relevant time).] REPAYMENT OF YOUR AWARD

Accounting Restatement Required Under Xxxxxxxx-Xxxxx. GS Inc. is required to prepare an accounting restatement due to GS Inc.’s material noncompliance, as a result of misconduct, with any financial reporting requirement under the securities laws as described in Section 304(a) of the Xxxxxxxx-Xxxxx Act of 2002 (“Xxxxxxxx-Xxxxx”); provided, however, that your rights will only be terminated in respect of the RSUs and Shares at Risk to the same extent that would be required under Section 304(a) of Xxxxxxxx-Xxxxx had you been a “chief executive officer” or “chief financial officer” of GS Inc. (regardless of whether you actually hold such position at the relevant time).] REPAYMENT OF YOUR AWARD

Accounting Restatement Required Under Xxxxxxxx-Xxxxx. GS Inc. is required to prepare an accounting restatement due to GS Inc.’s material noncompliance, as a result of misconduct, with any financial reporting requirement under the securities laws as described in Section 304(a) of Xxxxxxxx-Xxxxx; provided, however, that your rights will only be terminated in respect of Shares at Risk to the same extent that would be required under Section 304(a) of Xxxxxxxx-Xxxxx had you been a “chief executive officer” or “chief financial officer” of GS Inc. (regardless of whether you actually hold such position at the relevant time).] REPAYMENT OF YOUR AWARD]

Accounting Restatement Required Under Xxxxxxxx-Xxxxx. GS Inc. is required to prepare an accounting restatement due to GS Inc.’s material noncompliance, as a result of misconduct, with any financial reporting requirement under the securities laws as described in Section 304(a) of Xxxxxxxx-Xxxxx; provided, however, that your rights with respect to the PSUs will only be terminated in respect of Shares at Risk to the same extent that would be required under Section 304(a) 304 of Xxxxxxxx-Xxxxx had you been a “chief executive officer” or “chief financial officer” of GS Inc. (regardless of whether you actually hold such position at the relevant time).] . REPAYMENT OF YOUR AWARD