Common use of Discretionary Authority of Committee Clause in Contracts

Discretionary Authority of Committee. This Award is granted under the Plan and will be administered by the Committee which shall have discretionary authority to interpret and administer the Award and this Agreement. The Committee shall determine and certify in writing (before payment of any final Performance Units) the extent to which the Performance Goals have been achieved and shall adjust the Performance Goal to exclude Special Items as defined under the Plan. The Committee shall have discretionary authority to decrease or eliminate the amounts otherwise payable under the final Performance Units with respect to the Performance Goal that has been achieved, to terminate this Award at any time, and to make all other determinations and take such other actions with respect to the Award as the Committee may deem advisable to the extent not inconsistent with the provisions of the Plan or applicable law, including the requirements applicable to awards intended to qualify for exemption under Section 162(m) of the Code. The Committee shall not have the authority to increase the amount payable under the final Performance Units. The determinations of the Committee shall be final and binding on all persons.

Appears in 2 contracts

Samples: Performance Unit Award Agreement (Headwaters Inc), Performance Unit Award Agreement (Headwaters Inc)

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Discretionary Authority of Committee. This Award is granted under the Plan and will be administered by the Committee which shall have discretionary authority to interpret and administer the Award and this AgreementAward. The Committee shall have the discretionary authority to determine and certify in writing (before payment of any final Performance Units) the extent to which the Performance Goals Goal and milestones have been achieved and shall adjust the Performance Goal to exclude Special Items as defined under the Plan. The Committee shall have discretionary authority achieved, to decrease or eliminate the amounts otherwise payable under the final Performance Units with respect to the Performance Goal and milestones that has have been achieved, to adjust the Performance Goal as the Committee deems appropriate for Special Items as permitted under the Plan, to terminate this Award at any time, and to make all other determinations and take such other actions with respect to the Award as the Committee may deem advisable to the extent not inconsistent with the provisions of the Plan or applicable law, including the requirements applicable to awards intended to qualify for exemption under Section 162(m) of the Code. The Committee shall not have the authority to increase the amount payable under the final Performance UnitsUnits except as otherwise provided herein and in the Plan. The determinations of the Committee shall be final and binding on all persons.

Appears in 1 contract

Samples: Performance Unit Award Agreement (Headwaters Inc)

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Discretionary Authority of Committee. This Award is granted under the Plan and will be administered by the Committee which shall have discretionary authority to interpret and administer the Award and this Agreement. The Committee shall determine and certify in writing (before payment of any final Final Performance Units) the extent to which the Performance Goals have been achieved and shall adjust the Performance Goal Goals to exclude Special Items as defined under the Plan. , The Committee shall have discretionary authority to decrease or eliminate the amounts otherwise payable under the final Final Performance Units with respect to the Performance Goal Goals that has have been achieved, to terminate this Award at any time, and to make all other determinations and take such other actions with respect to the Award as the Committee may deem advisable to the extent not inconsistent with the provisions of the Plan or applicable law, including the requirements applicable to awards intended to qualify for exemption under Section 162(m) of the Code. The Committee shall not have the authority to increase the amount payable under the final Final Performance Units. The determinations of the Committee shall be final and binding on all persons.

Appears in 1 contract

Samples: Performance Unit Award Agreement (Headwaters Inc)

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