Common use of Deferred Delivery Clause in Contracts

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); “Employment Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than January 31, 2015. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 25, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 2015. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) the date of Employee’s Employment Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 2013, or the date Employee has an Employment Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152012. For the portion of Employee’s Base Award vesting on January 31, 2009, such election must be made no later than July 31, 2008. For all other portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 25, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January December 31, 20152008. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 31, 2012, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132010, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest later to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152012. For the portion of Employee’s Base Award vesting on January 31, 2009, such election must be made no later than July 31, 2008. For all other portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 25, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January December 31, 20152008. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 31, 2012, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132010, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest later to occur of (a) Xxxxx Mxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 21/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152010. For all portions the portion of the Base Employee’s Award granted under this Agreementvesting on January 31, 2009, such deferral election must be made no later than February 25July 31, 20112008. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 2015. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreementvesting on January 31, if any2010, until the later of (A) the date of Employee’s Employment Separation from Service, or (B) January 1, 2016. Such such election must be made by the earlier of June 30no later than December 31, 2013, or the date Employee has an Employment Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B)2008. iiiii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance or her Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he or she has elected to defer receipt of his Base Award and/or Performance or her Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day Beneficiary within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder, as reflected in the Plan) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152014. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 2526, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 20152010. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 1, 2015, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132012, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 21/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder, as reflected in the Plan) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152014. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 2526, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 20152010. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 1, 2015, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132012, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder, as reflected in the Plan) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152013. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 2527, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 20152009. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 31, 2013, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132011, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); Internal Revenue Code (“Employment Code”) §409A and the applicable guidance issued thereunder, as reflected in the Plan) (“Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than earlier of Employee’s Separation from Service and January 31, 20152013. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 2527, 2011. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 20152009. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) January 31, 2013, or the date of Employee’s Employment Employee has a Separation from Service, or (B) January 1, 2016. Such election must be made by the earlier of June 30, 20132011, or the date Employee has an Employment a Separation from Service. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment a Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day within 90 days after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 21/2 months after his date of death. “[**Confidential Treatment Requested]” denotes confidential materials omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment.

Deferred Delivery. i. Employee may elect to defer the timing of the payment of the vested portions of the Base Award granted under this Agreement until the later of (A) the date Employee has a separation from service as an employee (within the meaning of Treasury Regulations Section 1.409A-1(h)(1); “Employment Separation from Service”) or (B) a specified date which may be either the applicable vesting date or a later date not later than January 31, 20152016. For all portions of the Base Award granted under this Agreement, such deferral election must be made no later than February 2524, 20112012. For clarification purposes, the payment for any portions of the Base Award that vest following an Employment Separation from Service in accordance with this Agreement and are deferred in accordance with this Section 4(b)(i) will be paid in accordance with Section 4(b)(i)(B); provided, however, if Employee has not specified a date pursuant to Section 4(b)(i)(B), such date shall be deemed to be January 31, 20152016. ii. Employee may elect to defer but not accelerate the timing of the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, until the later of (A) the date of Employee’s Employment Separation from Service, or (B) January 1, 20162017. Such election must be made by the earlier of June 30no later than February 24, 2013, or the date Employee has an Employment Separation from Service2012. For clarification purposes, if the Performance Award vests following an Employment Separation from Service in accordance with this Agreement and is deferred in accordance with this Section 4(b)(ii) the payment of the portion of the Performance Award granted under this Agreement that vests and is certified by the Committee in accordance with this Agreement, if any, will be paid in accordance with Section 4(b)(ii)(B). iii. To the extent required under Code §409A and applicable guidance issued thereunder (“Code §409A”), if Employee is a specified employee (within the meaning of Code §409A) at the time Employee has an Employment Separation from Service and has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock transferable on a deferred basis as a result of Employee’s Employment Separation from Service for any reason other than Employee’s death shall not be issued before the date that is six months after Employee’s Employment Separation from Service or such earlier time (if any) as may be permitted under Code §409A. In the event of Employee’s death after he has elected to defer receipt of his Base Award and/or Performance Award, the shares of Common Stock relating to any and all outstanding RSUs that have not been forfeited under Section 3 of this Agreement will be issued in the name of Employee’s Beneficiary, as follows: (A) for the Base Award, upon the 60th day after Employee’s death, and (B) for any vested Performance Award certified by the Committee, by the latest to occur of (a) Xxxxx 00, 0000, (x) December 31 of the year in which his death occurs, or (c) within 2 1/2 months after his date of death.