Common use of Death, Disability and Termination of Employment Clause in Contracts

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Date and prior to forfeiture of the Performance Shares, the Performance Goals for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares less any Earned Shares earned for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares earned for any prior completed Applicable Performance Period shall become fully vested and shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occurs. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating the Performance Shares as being subject to Code Section 409A, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Certification Date and prior to forfeiture of the Performance Shares, the Performance Goals for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares less any Earned Shares earned for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares earned for any prior previously completed Applicable Performance Period shall become fully vested and shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occurs. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating the Performance Shares as being subject to Code Section 409A, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Certification Date and prior to forfeiture of the Performance Shares, the Performance Goals Measures for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level Level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares less any Earned Shares earned for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares earned for any prior previously completed Applicable Performance Period shall become fully vested and shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occursDisability. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating 409A(a)(2)(C)(i) of the Performance Shares as being subject to Code Section 409ACode, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Certification Date and prior to forfeiture of the Performance Shares, the Performance Goals for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares less any Earned Shares earned and vested for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares earned for any prior completed Applicable Performance Period shall become fully vested and shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occurs. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating the Performance Shares as being subject to Code Section 409A, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Certification Date and prior to forfeiture of the Performance Shares, the Performance Goals for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares less any Earned Shares earned for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares earned for any prior previously completed Applicable Performance Period shall become fully vested and shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occurs. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating the Performance Shares as being subject to Code Section 409A, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).

Death, Disability and Termination of Employment. (i) In the event of the Participant’s death or Disability prior to the Final Certification/Vesting Certification Date and prior to forfeiture of the Performance SharesUnits, the Performance Goals for the Full Three-Year Performance Period shall be deemed to be satisfied at a level equal to the greater of the designated Target Performance level or the Projected Performance Level (as defined in Appendix A) as of the date of such death or Disability, and the resulting number of Earned Shares Units less any Earned Shares Units earned for a prior completed Applicable Performance Period (if any), together with the number of Earned Shares Units earned for any prior previously completed Applicable Performance Period shall become fully vested and cash payments with respect thereto shall (subject to Plan Section 17.13) be distributed to the Participant or his or her beneficiary within sixty (60) days following the end of the fiscal quarter in which the Participant’s death or Disability occurs. The term “Disability” shall have the meaning as set forth in Plan Section 2.14 treating the Performance Shares Units as being subject to Code Section 409A, provided that a “Disability” shall be deemed to have occurred only if it qualifies as a disability within the meaning of Treasury Regulation Section 1.409A-1(e)(1).