Common use of Death or Disability Vesting Clause in Contracts

Death or Disability Vesting. Your unvested Stock Units will become fully Vested on your Termination Date as follows: (i) if employment ends during the Performance Period, full vesting will apply based on the greater of: (a) Target performance, or (b) actual or projected actual level of Company performance on the Performance Goals as determined in the Committee’s sole discretion, and (ii) if employment ends after the Performance Period ends, full vesting will apply only to Earned Units not previously vested. Involuntary Termination (other than for Cause) or Retirement Vesting: Your unvested Stock Units will vest pro rata effective on the Vesting Date for your Award determined under Section 1, and will be determined by: (a) calculating the total number of shares that you would have received (as determined under Section 2) as if your NCR employment had not terminated prior to the last Vesting Date for Stock Units awarded under this Agreement, and (b) multiplying that number by a fraction, the numerator of which is your Work Period and the denominator of which is your Vesting Period, and (c) subtracting from the resulting amount the number of Stock Units that previously vested under this Agreement (if any). Voluntary Resignation or Termination for Cause Unvested Stock Units will be forfeited and cancelled.

Death or Disability Vesting. Your unvested Stock Units will become fully Vested on your Termination Date as follows: (ia) if employment ends during the Performance Period, full vesting will apply based on the greater of: (ai) Target performance, or (bii) actual or projected actual level of Company performance on the Performance Goals as determined in the Committee’s sole discretion, and (iib) if employment ends after the Performance Period ends, full vesting will apply only to Earned Units not previously vestedbased on actual performance on the Performance Goals certified by the Committee. Retirement or Involuntary Termination (other Termination(other than for Cause) or Retirement Vesting: Your unvested Stock Units will vest pro rata effective on the Vesting Date for your Award determined under Section 1, and will be determined byas follows: (a) calculating the total number of shares that you would have received (as determined under Section 2) as if your NCR employment had not terminated prior to the last Vesting Date for Stock Units awarded under this Agreement, and (b) multiplying that number will be multiplied by a fraction, the numerator of which is your Work Period and the denominator of which is your Vesting Period, and (c) subtracting from the resulting amount the number of Stock Units that previously vested under this Agreement (if any). Voluntary Resignation or Termination for Cause Unvested Stock Units will be forfeited and cancelled, except in the case of a Voluntary Resignation satisfying the Mutually Agreed Retirement requirements.

Death or Disability Vesting. Your unvested Stock Units will become fully Vested on your Termination Date as follows: (ia) if employment ends during the Performance Period, full vesting will apply based on the greater of: (ai) Target performance, or (bii) actual or projected actual level of Company performance on the Performance Goals as determined in the Committee’s sole discretion, and (iib) if employment ends after the Performance Period ends, full vesting will apply only to Earned Units not previously vestedbased on actual performance on the Performance Goals certified by the Committee. Involuntary Termination (other Termination(other than for Cause) or Retirement Vesting: Your unvested Stock Units will vest pro rata effective on the Vesting Date for your Award determined under Section 1, and will be determined byas follows: (a) calculating the total number of shares that you would have received (as determined under Section 2) as if your NCR employment had not terminated prior to the last Vesting Date for Stock Units awarded under this Agreement, and (b) multiplying that number will be multiplied by a fraction, the numerator of which is your Work Period and the denominator of which is your Vesting Period, and (c) subtracting from the resulting amount the number of Stock Units that previously vested under this Agreement (if any). Voluntary Resignation or Termination for Cause Unvested Stock Units will be forfeited and cancelled, except in the case of a Voluntary Resignation satisfying the Mutually Agreed Retirement requirements.

Death or Disability Vesting. Your unvested Stock Units will become fully Vested on your Termination Date as follows: (ia) if employment ends during the Performance Period, full vesting will apply based on the greater of: (ai) Target performance, or (bii) actual or projected actual level of Company performance on the Performance Goals as determined in the Committee’s sole discretion, and (iib) if employment ends after the Performance Period ends, full vesting will apply only to Earned Units not previously vestedbased on actual performance on the Performance Goals certified by the Committee. Retirement or Involuntary Termination (other than for Cause) or Retirement Vesting: Your unvested Stock Units will vest pro rata effective on the Vesting Date for your Award determined under Section 1, and will be determined byas follows: (a) calculating the total number of shares that you would have received (as determined under Section 2) as if your NCR employment had not terminated prior to the last Vesting Date for Stock Units awarded under this Agreement, and will be multiplied by (b) multiplying that number by a fraction, the numerator of which is your Work Period and the denominator of which is your Vesting Period, and (c) subtracting from the resulting amount the number of Stock Units that previously vested under this Agreement (if any). Voluntary Resignation or Termination for Cause Unvested Stock Units will be forfeited and cancelled, except in the case of a Voluntary Resignation satisfying the Mutually Agreed Retirement requirements.