Common use of Alternative Payment Event Clause in Contracts

Alternative Payment Event. Notwithstanding Section 6(a), to the extent that Performance Shares have become earned in accordance with Section 5(b), then payment of the Shares will be made on the date of the Change of Control; provided, however, that if the Change of Control does not constitute a “change in control” for purposes of Section 409A(a)(2)(A)(v) of the Code, then issuance of the Shares will be made, to the extent necessary to comply with the provisions of Section 409A of the Code, to Participant on the date that would have otherwise applied pursuant to Section 6(a) as though the Change of Control had not occurred.