Common use of Compensation Determination and Certification Clause in Contracts

Compensation Determination and Certification. As soon as practicable following the end of the Performance Period and the completion of the independent auditor’s report for the last year of the Performance Period, but in no event later than March 15 of the year following the end of the Performance Period, the Compensation Committee shall determine the extent to which the Performance Targets for Performance Criteria are achieved and determine the Payout Percentages for each of the Performance Criteria. For levels of achievement between target and zero and target and the maximum, the Compensation Committee shall determine the Payout Percentage by interpolation, to the extent not otherwise expressly set forth in subsection A, B, C or D of Exhibit A. If the Performance Period is less than 1,095 days as a result of early vesting pursuant to Section 3(e), then the Performance Criteria for Aggregate GSWC Operating Expense Level and ASUS Cumulative Net Earnings shall be adjusted by multiplying such Performance Criteria by the number of days in the shortened Performance Period and dividing the result by 1,095; and the Performance Period will be considered to have ended as of the end of the fiscal quarter most recently completed on or prior to the date of termination. At the time that the Compensation Committee makes such determinations, it shall certify in accordance with Section 4A.4(b) of the Plan, the number of Performance Awards payable to the Participant.

Compensation Determination and Certification. As soon as practicable following the end of the Performance Period and the completion of the independent auditor’s report for the last year of the Performance Period, but in no event later than March 15 of the year following the end of the Performance Period, the Compensation Committee shall determine the extent to which the Performance Targets for Performance Criteria are achieved and determine the Payout Percentages for each of the Performance Criteria. For levels of achievement between target and zero and target and the maximum, the Compensation Committee shall determine the Payout Percentage by interpolation, to the extent not otherwise expressly set forth in subsection A, B, B or C or D of Exhibit A. If the Performance Period is less than 1,095 days as a result of early vesting pursuant to Section 3(e), then the Performance Criteria for Aggregate GSWC Operating Expense Level and ASUS Cumulative Net Earnings shall be adjusted by multiplying such Performance Criteria by the number of days in the shortened Performance Period and dividing the result by 1,095; and the Performance Period will be considered to have ended as of the end of the fiscal quarter most recently completed on or prior to the date of terminationtermination or, if applicable, the date of the Change in Control. At the time that the Compensation Committee makes such determinations, it shall certify in accordance with Section 4A.4(b) of the Plan, the number of Performance Awards payable to the Participant.

Compensation Determination and Certification. As soon as practicable following the end of the Performance Period and the completion of the independent auditor’s report for the last year of the Performance Period, but in no event later than March 15 of the year following the end of the Performance Period, the Compensation Committee shall determine the extent to which the Performance Targets for Performance Criteria are achieved and determine the Payout Percentages for each of the Performance Criteria. For levels of achievement between target and zero and target and the maximum, the Compensation Committee shall determine the Payout Percentage by interpolation, to the extent not otherwise expressly set forth in subsection A, B, C or D of Exhibit A. If the Performance Period is less than 1,095 days as a result of early vesting pursuant to Section 3(e), then the Performance Criteria for Aggregate GSWC Operating Expense Level and ASUS Cumulative Net Earnings shall be adjusted by multiplying such Performance Criteria by the number of days in the shortened Performance Period and dividing the result by 1,095; and the Performance Period will be considered to have ended as of the end of the fiscal quarter most recently completed on or prior to the date of terminationtermination or, if applicable, the date of the Change in Control. At the time that the Compensation Committee makes such determinations, it shall certify in accordance with Section 4A.4(b) of the Plan, the number of Performance Awards payable to the Participant.