Common use of Detrimental Conduct Clause in Contracts

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC, acting by the Compensation Committee or its delegate or other PNC Designated Person (as defined in Section 12), as applicable, (1) determines in its sole discretion that Grantee has engaged in Detrimental Conduct (as defined in Section 12), and, if so, (2) determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee Xxxxxxx has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after GranteeXxxxxxx’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs Restricted Share Units and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Share Units by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying an Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of ControlControl (as defined in Section 12).

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 8 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control, other than where such determination is based on or resulting from Xxxxxxx having committed Detrimental Conduct as described in Section 15.13(b) or in Section 15.13(c); and (iviii) no determination that Grantee Xxxxxxx has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.13(b) or in Section 15.13(c).

Detrimental Conduct. At any time prior to If such date is earlier than the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of on which the Award AgreementOption would otherwise expire, Performance RSUs and related Dividend Equivalents, the Option or specified portion thereof, thereof will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, expire on the date and to the extent that PNC determines determines, in its sole discretion discretion, to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents Option on the basis of its determination that Grantee Optionee has engaged in Detrimental Conduct as set forth in Section 13.137.15 for purposes of the Agreement, whether such determination is made during the period of XxxxxxxOptionee’s employment with the Corporation or after GranteeOptionee’s Termination Date; provided, however, that that: (i1) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of beneficiaries or other successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution Option in the event of XxxxxxxOptionee’s death; ; (ii2) in the event that XxxxxxxOptionee’s termination employment with the Corporation is terminated (other than by reason of employment was Optionee’s death) during a Qualifying Anticipatory TerminationCoverage Period by the Corporation without Cause or by Optionee with Good Reason, no determination that Grantee Optionee has engaged engaged, for purposes of the Agreement, in Detrimental Conduct of the type specified in clause (a) of Section 7.15 may be made on or after Grantee’s such Termination Date; and (iii3) no determination that Grantee Optionee has engaged engaged, for purposes of the Agreement, in Detrimental Conduct may be made between of the time PNC enters into an agreement providing for a Change type specified in clause (a) of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct Section 7.15 may be made after the occurrence of a Change of Control; and provided further, that upon the occurrence of a Change of Control Triggering Event, any new determination to cancel all or a specified portion of the Option on the basis of a determination that Optionee has engaged in Detrimental Conduct for purposes of the Agreement will be suspended unless and until the occurrence of a Change of Control Failure; and following the occurrence of a Change of Control, a new determination to cancel all or a specified portion of the Option on the basis of a determination that Optionee has engaged in Detrimental Conduct for purposes of the Agreement may be made only on the basis of conduct specified in clause (b) of Section 7.15 or on the basis of an event specified in clause (c) of Section 7.15.

Detrimental Conduct. At any time prior to the date that such Performance RSUs Restricted Share Units and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested 6 or are forfeited or cancelled pursuant to other provisions of the Award Agreement, Performance RSUs Restricted Share Units and related Related Dividend Equivalents, or a specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC, acting by a PNC Designated Person (as defined in Section 12), determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct (as set forth defined in Section 13.1312), whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee Xxxxxxx has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 8 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.13(b) or in Section 15.13(c); and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.13(b) or in Section 15.13(c).

Detrimental Conduct. At any time prior to the date Restricted Shares that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions would otherwise remain outstanding after Grantee’s Termination Date, if any, pending affirmative approval of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, vesting will be forfeited by Grantee to PNC and cancelled, cancelled without payment of any consideration by PNC, PNC (and the right to receive any payment of dividends with respect to any such shares will also cease on the date and such shares are forfeited) in the event that, at any time prior to the extent date such shares vest and are released in accordance with the provisions of Section 9, PNC determines as set forth in Section 11.12 in its sole discretion that PNC Grantee has engaged in Detrimental Conduct and, if so, determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents such Restricted Shares on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination DateConduct; provided, however, that that: (i) this Section 7.5(b) will not apply to Restricted Shares that vest in the event of Grantee’s death while an employee of the Corporation pursuant to Section 9.2(iii) or on Grantee’s Termination Date pursuant to Section 9.2(v) in the event that Xxxxxxx’s termination of employment was an Anticipatory Termination, if any; (ii) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death death; (other than with respect to a Tranche, if any, that does not vest immediately upon death), and iii) Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Shares by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of will cease to apply to any Restricted Shares upon a Change of Control.

Detrimental Conduct. At any time prior to the date Restricted Shares that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions would otherwise remain outstanding after Grantee’s Termination Date, if any, pending affirmative approval of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, vesting will be forfeited by Grantee to PNC and cancelled, cancelled without payment of any consideration by PNC, PNC (and the right to receive any payment of dividends with respect to any such shares will also cease on the date and such shares are forfeited) in the event that, at any time prior to the extent date such shares vest and are released in accordance with the provisions of Section 9, PNC determines as set forth in Section 11.12 in its sole discretion that PNC Grantee has engaged in Detrimental Conduct and, if so, determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents such Restricted Shares on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination DateConduct; provided, however, that that: (i) this Section 7.5(b) will not apply to Restricted Shares that vest in the event of Grantee’s death while an employee of the Corporation pursuant to Section 9.2(iii) or on Grantee’s Termination Date pursuant to Section 9.2(v) in the event that Grantee’s termination of employment was an Anticipatory Termination, if any; (ii) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death death; (other than with respect to a Tranche, if any, that does not vest immediately upon death), and iii) Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Shares by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of will cease to apply to any Restricted Shares upon a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs Restricted Share Units and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after GranteeXxxxxxx’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Share Units by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of ControlControl (as defined in Section 12).

Detrimental Conduct. At If the Option would otherwise remain outstanding after Optionee’s Termination Date with respect to any time prior of the Covered Shares pursuant to one or more of the exceptions set forth in the subsections of Section A.14(c), then notwithstanding the provisions of such exception or exceptions, the Option will expire on the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee Optionee has engaged in Detrimental Conduct as set forth in Section 13.13Conduct, whether such determination is made during if earlier than the period of Xxxxxxx’s employment with date on which the Corporation or after Grantee’s Termination DateOption would otherwise expire; provided, however, that that: (i1) no determination that Grantee Optionee has engaged in Detrimental Conduct may be made on or after the date of GranteeOptionee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of beneficiaries or other successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution Option in the event of XxxxxxxOptionee’s death; ; (ii2) in the event that XxxxxxxOptionee’s termination employment with the Corporation is terminated (other than by reason of employment was Optionee’s death) during a Qualifying Anticipatory TerminationCoverage Period by the Corporation without Cause or by Optionee with Good Reason, whether or not another exception is applicable, no determination that Grantee Optionee has engaged in Detrimental Conduct may be made made, for purposes of the Agreement and for purposes of determining whether Optionee will be deemed to have violated the detrimental conduct clause of Prior Options, on or after Grantee’s such Termination Date; and (iii3) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee Optionee has engaged in Detrimental Conduct may be made after the occurrence of a Change in Control. For purposes of ControlPrior Options that contain a clause in the definition of expiration date or date of expiration providing for the early termination of the stock option in certain circumstances where the optionee has engaged in competitive conduct or activity or in other conduct or activity that is inimical, contrary, or harmful to the Corporation’s interests (the “detrimental conduct clause”), the detrimental conduct clause of the Prior Options will be deemed to have the same meaning and application as this Section A.14(d), and the standard of conduct, standard of proof, and procedures to be followed when determining whether such detrimental conduct clause will apply and the impact on expiration of the stock option of making such determination will be the same as that provided for in this Section A.14(d).

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 8 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after GranteeXxxxxxx’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date Restricted Shares that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions would otherwise remain outstanding after Grantee’s Termination Date, if any, pending affirmative approval of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, vesting will be forfeited by Grantee to PNC and cancelled, cancelled without payment of any consideration by PNC, PNC (and the right to receive any payment of dividends with respect to any such shares will also cease on the date and such shares are forfeited) in the event that, at any time prior to the extent date such shares vest and are released in accordance with the provisions of Section 9, PNC determines as set forth in Section 11.12 in its sole discretion that PNC Grantee has engaged in Detrimental Conduct and, if so, determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents such Restricted Shares on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination DateConduct; provided, however, that that: (i) this Section 7.5(b) will not apply to Restricted Shares that vest in the event of Grantee’s death while an employee of the Corporation pursuant to Section 9.2(iii) or on Grantee’s Termination Date pursuant to Section 9.2(v) in the event that Grantee’s termination of employment was an Anticipatory Termination, if any; (ii) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death death; (other than with respect to a Tranche, if any, that does not vest immediately upon death), and iii) Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Shares by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of will cease to apply to any Restricted Shares upon a Change of Control.. [Describe other and/or alternate forfeiture conditions or events]

Detrimental Conduct. At any time prior to the date that a Final Award, if any, is either determined by the Committee and vests (the Committee-determined Final Award Date) or is awarded by reason of the occurrence of a Change of Control and vests as of the Change of Control date, as the case may be, or the date that such Incentive Performance RSUs Units and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, the Incentive Performance RSUs Units and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Incentive Performance RSUs Units and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.18, whether such determination is made during the period of XxxxxxxGrxxxxx’s employment with the Corporation or after GranteeGrxxxxx’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Incentive Performance RSUs Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of XxxxxxxGrxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC, acting by the Compensation Committee or its delegate or other PNC Designated Person (as defined in Section 12), as applicable, (1) determines in its sole discretion that Grantee has engaged in Detrimental Conduct (as defined in Section 12), and, if so, (2) determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee Xxxxxxx has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after GranteeXxxxxxx’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee Xxxxxxx has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date Restricted Shares that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreementwould otherwise remain outstanding after Grantee’s Termination Date, Performance RSUs and related Dividend Equivalents, or specified portion thereofif any, will be forfeited by Grantee to PNC and cancelled, cancelled without payment of any consideration by PNC, PNC (and the right to receive any payment of dividends with respect to any such shares will also cease on the date and such shares are forfeited) in the event that, at any time prior to the extent date such shares vest and are released in accordance with the provisions of Section 9, PNC determines as set forth in Section 11.12 in its sole discretion that PNC Grantee has engaged in Detrimental Conduct and, if so, determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents such Restricted Shares on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.13, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination DateConduct; provided, however, that that: (i) this Section 7.5(b) will not apply to Restricted Shares that vest in the event of Xxxxxxx’s death while an employee of the Corporation pursuant to Section 9.2(ii) or on Grantee’s Termination Date pursuant to Section 9.2(iv) in the event that Xxxxxxx’s termination of employment was an Anticipatory Termination, if any; (ii) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death death; (other than with respect to a Tranche, if any, that does not vest immediately upon death), and iii) Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents Restricted Shares by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of will cease to apply to any Restricted Shares upon a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 8 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, Performance RSUs and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.14, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC, acting by the Compensation Committee (as defined in Section 12) or its delegate or other PNC Designated Person (as defined in Section 12), as applicable, (1) determines in its sole discretion that Grantee has engaged in Detrimental Conduct (as defined in Section 12), and, if so, (2) determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of Xxxxxxx’s employment with the Corporation or after GranteeXxxxxxx’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iviii) no determination that Grantee Xxxxxxx has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control).

Detrimental Conduct. At any time prior to the date that such Performance RSUs and related Dividend Equivalents Restricted Share Units vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement6, Performance RSUs and related Dividend EquivalentsRestricted Share Units, or specified portion thereof, and related Dividend Equivalents, including Dividend Equivalents that may already have been paid to Grantee, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Performance RSUs Restricted Share Units that have not yet vested in accordance with Section 6 and related of the Dividend Equivalents related to such Restricted Share Units, including Dividend Equivalents related to such Restricted Share Units that may already have been paid to Grantee, on the basis of its such determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1312.11, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after GranteeXxxxxxx’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of GranteeXxxxxxx’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Performance RSUs Restricted Share Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control; and (iv) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control.

Detrimental Conduct. At any time prior to the date that such a Final Award determination is made and Xxxxxxx’s Award vests as of the Final Award Date, or the date that the Incentive Performance RSUs and related Dividend Equivalents vest in accordance with Section 7.1 or Units expire unvested or are cancelled pursuant to other provisions of the Award Agreement, the Incentive Performance RSUs and related Dividend EquivalentsUnits, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Incentive Performance RSUs and related Dividend Equivalents Units on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.20, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Incentive Performance RSUs and related Dividend Equivalents Units by will or the laws of descent and distribution in the event of Xxxxxxx’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.20(b) or in Section 15.20(c); and (iviii) no determination that Grantee Xxxxxxx has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.20(b) or in Section 15.20(c).

Detrimental Conduct. At any time prior to the date that such a Final Award determination is made and the Award vests, or the date that the Incentive Performance RSUs Units and related Dividend Equivalents vest in accordance with Section 7.1 or expire unvested or are cancelled pursuant to other provisions of the Award Agreement, the Incentive Performance RSUs Units and related Dividend Equivalents, or specified portion thereof, will be forfeited by Grantee to PNC and cancelled, without payment of any consideration by PNC, on the date and to the extent that PNC determines in its sole discretion to so cancel all or a specified portion of the Incentive Performance RSUs Units and related Dividend Equivalents on the basis of its determination that Grantee has engaged in Detrimental Conduct as set forth in Section 13.1315.18, whether such determination is made during the period of XxxxxxxGrantee’s employment with the Corporation or after Grantee’s Termination Date; provided, however, that (i) no determination that Grantee has engaged in Detrimental Conduct may be made on or after the date of Grantee’s death (other than with respect to a Tranche, if any, that does not vest immediately upon death), and Detrimental Conduct will not apply to conduct by or activities of successors to the Incentive Performance RSUs Units and related Dividend Equivalents by will or the laws of descent and distribution in the event of XxxxxxxGrantee’s death; (ii) in the event that Xxxxxxx’s termination of employment was a Qualifying Anticipatory Termination, no determination that Grantee has engaged in Detrimental Conduct may be made on or after Grantee’s Termination Date; (iii) no determination that Grantee has engaged in Detrimental Conduct may be made between the time PNC enters into an agreement providing for a Change of Control and the time such agreement either terminates or results in a Change of Control, other than where such determination is based on or resulting from Grantee having committed Detrimental Conduct as described in Section 15.18(b) or in Section 15.18(c); and (iviii) no determination that Grantee has engaged in Detrimental Conduct may be made after the occurrence of a Change of Control, other than where such determination is based on or resulting from Xxxxxxx having committed Detrimental Conduct as described in Section 15.18(b) or in Section 15.18(c).