Common use of Committee Determinations; Section 162(m) Clause in Contracts

Committee Determinations; Section 162(m). The Committee shall certify whether the Net Income Performance Goal, First-Tier Performance Goal, and Second-Tier Performance Goal have been achieved on or prior to March 2, 2015. This Agreement shall be interpreted and administered in a manner consistent with the intent that the Restricted Shares granted hereunder comply with the requirements of the performance-based compensation exception under Code Section 162(m). NAME OF GRANTEE: GRANT DATE: January 24, 2014 NUMBER OF RESTRICTED STOCK UNITS GRANTED: BANK OF HAWAII CORPORATION 2004 STOCK AND INCENTIVE COMPENSATION PLAN RESTRICTED STOCK UNITS GRANT AGREEMENT This Restricted Stock Units Grant Agreement ("Agreement") dated as of the Grant Date specified above, between Bank of Hawaii Corporation, a Delaware corporation ("Company"), with its registered office at 130 Mercxxxx Xxxxxx, Xxxxxxxx, Xxxxxx 00000, xxx Xxantee.

Committee Determinations; Section 162(m). The Committee shall certify whether the 2014, 2015, or 2016 Net Income Performance Goal, First-Tier Performance Goal, and Second-Tier Performance Goal have been achieved on or prior to the first business day of March 2, 2015following the applicable performance year. This Agreement shall be interpreted and administered in a manner consistent with the intent that the Restricted Shares granted hereunder comply with the requirements of the performance-based compensation exception under Code Section 162(m). 10 NAME OF GRANTEE: GRANT DATE: January 24, 2014 NUMBER OF RESTRICTED STOCK UNITS GRANTED: BANK OF HAWAII CORPORATION 2004 STOCK AND INCENTIVE COMPENSATION PLAN RESTRICTED STOCK UNITS GRANT AGREEMENT This Restricted Stock Units Grant Agreement ("Agreement") dated as of the Grant Date specified above, between Bank of Hawaii Corporation, a Delaware corporation ("Company"), with its registered office at 130 Mercxxxx Xxxxxx, Xxxxxxxx, Xxxxxx 00000, xxx Xxantee.