Common use of Average TSR Clause in Contracts

Average TSR. The average TSR for a company for the Performance Period shall be the sum of the TSRs of the company measured at the end of each calendar quarter during the Performance Period, divided by 12. The average TSR for a company during the Performance Period shall be calculated based on the following formula: Average indexed performance = Σ (xq / x) where: x = share price at beginning of performance period (measured by closing price on the last trading day preceding the beginning of the performance period) xq = closing share price at the end of each quarter (adjusted for dividends paid, where the dividend payment date is the ex-dividend date) q = quarter number (1 through 12) (x) (xq / x) 1/1/2012 $20.00 3/31/2012 $22.00 110.0 6/30/2012 $24.00 120.0 9/30/2012 $21.00 105.0 12/31/2012 $20.00 100.0 3/31/2013 $18.00 90.0 6/30/2013 $22.00 110.0 9/30/2013 $25.00 125.0 12/31/2013 $28.00 140.0 3/31/2014 $31.00 155.0 6/30/2014 $33.00 165.0 9/30/2014 $30.00 150.0 12/31/2014 $28.00 140.0 Σ (xq / x) = 1,510.0 Σ (xq / x) = 125.8 * Share price adjusted for dividends paid in the period, where the dividend payment date is the ex-dividend date.

Average TSR. The average TSR for a company for the Performance Period shall be the sum of the TSRs of the company measured at the end of each calendar quarter during the Performance Period, divided by 12. The average TSR for a company during the Performance Period shall be calculated based on the following formula: Average indexed performance = Σ (xq / x) where: x = share price at beginning of performance period (measured by closing price on the last trading day preceding the beginning of the performance period) xq = closing share price at the end of each quarter (adjusted for dividends paid, where the dividend payment date is the ex-dividend date) q = quarter number (1 through 12) (x) (xq / x) 1/1/2012 1/1/2014 $20.00 3/31/2012 3/31/2014 $22.00 110.0 6/30/2012 6/30/2014 $24.00 120.0 9/30/2012 9/30/2014 $21.00 105.0 12/31/2012 12/31/2014 $20.00 100.0 3/31/2013 3/31/2015 $18.00 90.0 6/30/2013 6/30/2015 $22.00 110.0 9/30/2013 9/30/2015 $25.00 125.0 12/31/2013 12/31/2015 $28.00 140.0 3/31/2014 3/31/2016 $31.00 155.0 6/30/2014 6/30/2016 $33.00 165.0 9/30/2014 9/30/2016 $30.00 150.0 12/31/2014 12/31/2016 $28.00 140.0 Σ (xq / x) = 1,510.0 Σ (xq / x) = 125.8 * Share price adjusted for dividends paid in the period, where the dividend payment date is the ex-dividend date.

Average TSR. The average TSR for a company for the Performance Period shall be the sum of the TSRs of the company measured at the end of each calendar quarter during the Performance Period, divided by 12. The average TSR for a company during the Performance Period shall be calculated based on the following formula: Average indexed performance = Σ (xq / x) where: x = share price at beginning of performance period (measured by closing price on the last trading day preceding the beginning of the performance period) xq = closing share price at the end of each quarter (adjusted for dividends paid, where the dividend payment date is the ex-dividend date) q = quarter number (1 through 12) (x) (xq / x) 1/1/2012 1/1/2013 $20.00 3/31/2012 3/31/2013 $22.00 110.0 6/30/2012 6/30/2013 $24.00 120.0 9/30/2012 9/30/2013 $21.00 105.0 12/31/2012 12/31/2013 $20.00 100.0 3/31/2013 3/31/2014 $18.00 90.0 6/30/2013 6/30/2014 $22.00 110.0 9/30/2013 9/30/2014 $25.00 125.0 12/31/2013 12/31/2014 $28.00 140.0 3/31/2014 3/31/2015 $31.00 155.0 6/30/2014 6/30/2015 $33.00 165.0 9/30/2014 9/30/2015 $30.00 150.0 12/31/2014 12/31/2015 $28.00 140.0 Σ (xq / x) = 1,510.0 Σ (xq / x) = 125.8 * Share price adjusted for dividends paid in the period, where the dividend payment date is the ex-dividend date.

Average TSR. The average TSR for a company for the Performance Period shall be the sum of the TSRs of the company measured at the end of each calendar quarter during the Performance Period, divided by 12. The average TSR for a company during the Performance Period shall be calculated based on the following formula: q=12 Average indexed performance = Σ S (xq / x/x) q=1 where: x = share price at beginning of performance period (measured by closing price on the last trading day preceding the beginning of the performance period) xq = closing share price at the end of each quarter (adjusted for dividends paid, where the dividend payment date is the ex-dividend date) q = quarter number (1 through 12) (x) (xq / x/x) 1/1/2012 $1/1/2011 $ 20.00 3/31/2012 $3/31/2011 $ 22.00 110.0 6/30/2012 $6/30/2011 $ 24.00 120.0 9/30/2012 $9/30/2011 $ 21.00 105.0 12/31/2012 $12/31/2011 $ 20.00 100.0 3/31/2013 $3/31/2012 $ 18.00 90.0 6/30/2013 $6/30/2012 $ 22.00 110.0 9/30/2013 $9/30/2012 $ 25.00 125.0 12/31/2013 $12/31/2012 $ 28.00 140.0 3/31/2014 $3/31/2013 $ 31.00 155.0 6/30/2014 $6/30/2013 $ 33.00 165.0 9/30/2014 $9/30/2013 $ 30.00 150.0 12/31/2014 $12/31/2013 $ 28.00 140.0 Σ S (xq / x/x) = 1,510.0 Σ S (xq / x/x) = 125.8 * Share price adjusted for dividends paid in the period, where the dividend payment date is the ex-dividend date.

Average TSR. The average TSR for a company for the Performance Period shall be the sum of the TSRs of the company measured at the end of each calendar quarter during the Performance Period, divided by 12. The average TSR for a company during the Performance Period shall be calculated based on the following formula: Average indexed performance = Σ (xq / x) where: x = share price at beginning of performance period calendar year in which the applicable calendar quarter occurs (measured by closing price on the last trading day preceding the beginning of the performance periodsuch calendar year) xq = closing share price at the end of each quarter (adjusted for dividends paid, where the dividend payment date is the ex-dividend date) q = quarter number (1 through 12) (x) (xq / x) 1/1/2012 1/1/2015 $20.00 3/31/2012 3/31/2015 $22.00 110.0 6/30/2012 110 6/30/2015 $24.00 120.0 9/30/2012 120 9/30/2015 $21.00 105.0 12/31/2012 105 12/31/2015 $20.00 100.0 3/31/2013 100 3/31/2016 $18.00 90.0 6/30/2013 90 6/30/2016 $22.00 110.0 9/30/2013 110 9/30/2016 $25.00 125.0 12/31/2013 125 12/31/2016 $28.00 140.0 3/31/2014 140 3/31/2017 $31.00 155.0 6/30/2014 110.7 6/30/2017 $33.00 165.0 9/30/2014 117.9 9/30/2017 $30.00 150.0 12/31/2014 107.1 12/31/2017 $28.00 140.0 100 Σ (xq / x) = 1,510.0 1,335.7 Σ (xq / x) = 125.8 111.3 * Share price adjusted for dividends paid in the period, where the dividend payment date is the ex-dividend date.