Common use of Dividend Equivalent Rights Clause in Contracts

Dividend Equivalent Rights. (a) Each earned RSU shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock that have a record date after the Effective Date and prior to the applicable Settlement Date for such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable to an Award. (b) The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant with an amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned in accordance with this Agreement) if such shares had been outstanding on the dividend record date. The Participant’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) Any Dividend Equivalent Amount: (i) shall be subject to the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer and the forfeiture conditions contained in the Agreement; (ii) shall vest and be settled upon the same terms and at the same time of settlement as the earned RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to Section 5(g).

Dividend Equivalent Rights. (a) a. Each earned RSU shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock that have a record date after the Effective Date and prior to the applicable Settlement Date for such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable to an Award. (b) b. The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant with an amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned in accordance with this Agreement) if such shares had been outstanding on the dividend record date. The Participant’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) c. Any Dividend Equivalent Amount: (i) shall be subject to the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer and the forfeiture conditions contained in the Agreement; (ii) shall vest and be settled upon the same terms and at the same time of settlement as the earned RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to Section 5(g).

Dividend Equivalent Rights. (a) Each earned RSU Unit granted hereunder shall have be credited with a corresponding Dividend Equivalent Right associated with it with respect right, pursuant to any cash which, if the Company declares one or more dividends or distributions (each, a “Dividend”) on its Common Stock that have with a record date after which occurs during the Effective period commencing on the Grant Date through and prior including the day immediately preceding the day that cash is delivered to you in settlement of your Units, then on the date such Dividend is paid to the applicable Settlement Date for such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable to an Award. (b) The Dividend Equivalent Amount Company’s stockholders you shall be calculated by crediting a hypothetical bookkeeping account for the Participant credited with an amount equal to the amount or Fair Market Value of cash dividends that such Dividend which would have been paid on the dividend payment date with respect payable to you if you then held a number of Shares equal to the number of shares the Shares covered by your Units as of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned record date for such Dividend. Any such Dividend Equivalents shall be credited and deemed reinvested in accordance with this Agreement) if such shares had been outstanding the Shares as of the Dividend payment date. Dividend Equivalents shall be settled by the Company on the dividend record dateDeferred Payment Date. The Participant’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) Any Dividend Equivalent Amount: (i) Equivalents shall be subject settled by the Company delivering to you an amount in cash equal to the same terms and conditions applicable to Fair Market Value of the earned RSU to which number of Shares covered by the Dividend Equivalent Right relates, including, without limitation, right. Dividend Equivalent rights and any amounts that may become distributable in respect thereof shall be treated separately from the restrictions on transfer Units and the forfeiture conditions contained rights arising in connection therewith for purposes of the Agreement; designation of time and form of payments required by Section 409A of the Code (ii) shall vest together with any Department of Treasury regulations and other interpretive guidance issued thereunder, including without limitation any such regulations or other guidance that may be settled upon issued after the same terms and at the same time of settlement as the earned RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to Effective Date, “Section 5(g409A”).

Dividend Equivalent Rights. (a) Each earned RSU shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock Shares that have a record date after the Effective Date and prior to the applicable Settlement Date for such RSU (the total accrued dividends for each earned RSURSU as of the Settlement Date, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable pursuant to an Award. (b) this Agreement. The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant Executive with an amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock Shares underlying the unsettled earned RSUs (or RSUs which become earned in accordance with this Agreement) if such shares Shares had been outstanding on the dividend record date. The ParticipantExecutive’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) . Any Dividend Equivalent Amount: (ia) shall be subject to the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer and the forfeiture conditions contained in the this Agreement; (iib) shall vest and be settled upon the same terms and at the same time of settlement as the earned RSUs to which they relate; and (iiic) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights Amounts on the Settlement Date will be net of all applicable withholding taxes pursuant to Section 5(g4(f).

Dividend Equivalent Rights. (a) a. Each earned vested RSU shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock that have a record date after the Effective Date and prior to the applicable Settlement Date for such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable to an Award. (b) b. The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant with an amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned in accordance with this Agreement) if such shares had been outstanding on the dividend record date. The Participant’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) c. Any Dividend Equivalent Amount: (i) shall be subject to the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer and the forfeiture conditions contained in the Agreement; (ii) shall vest and be settled upon the same terms and at the same time of settlement as the earned vested RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to Section 5(g).

Dividend Equivalent Rights. Each RSU granted hereunder is hereby granted in tandem with a corresponding Dividend Equivalent right. Such Dividend Equivalent right shall entitle the Participant to have the Participant's Account credited in accordance with Section 4.02 of the Program upon the Company's payment of dividends. To the extent that any additional RSUs are credited to the Participant's Account in respect of the Participant's Dividend Equivalent rights, such additional RSUs shall be deemed granted and fully vested as of the applicable dividend payment date set forth in the Program and also carry corresponding Dividend Equivalent rights. Each Dividend Equivalent right shall remain outstanding from the Grant Date (or later date of grant of such Dividend Equivalent right in connection with the Company's payment of a dividend) through the earlier to occur of (a) Each earned the termination or forfeiture for any reason of the RSU shall have a to which such Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock that have a record date after right corresponds, or (b) the Effective Date and prior delivery to the applicable Settlement Date for Participant of the share of Stock underlying the RSU to which such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”)right corresponds. For the avoidance of doubt, no if a Dividend Equivalent Amount right terminates after the applicable Stock record date for a Company dividend and prior to the corresponding payment date thereof, the Participant shall accrue in respect still be entitled to payment of an RSU which is not earned based on the achievement of Performance Components applicable to an Award. (b) The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant with an right amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned determined in accordance with this Agreement) Section 3, if and when the Company pays the underlying dividend; provided, however, that such shares had been outstanding on the dividend record date. The Participant’s Dividend Equivalent Amount right amount shall not be credited with interest or earnings. made in cash (c) Any rather than RSUs). Dividend Equivalent Amount: (i) rights and any amounts that may become distributable in respect thereof shall be subject to treated separately from the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer RSUs and the forfeiture conditions contained rights arising in connection therewith for purposes of the Agreement; (ii) shall vest designation of time and be settled upon the same terms and at the same time form of settlement as the earned RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to payments required by Section 5(g).409A.

Dividend Equivalent Rights. (a) Each earned RSU share of Stock, including any share of Restricted Stock, shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common such Stock that have has a record date after the Effective Date start of the Performance Period and prior to the applicable Settlement Date for such RSU Stock (the total accrued dividends for each earned RSUshare of Stock as of the Settlement Date, a “Dividend Equivalent Amount”). For the avoidance of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU to any Stock which is not earned based on the achievement of Performance Components applicable pursuant to an Award. (b) this Agreement. The Dividend Equivalent Amount shall be calculated by crediting a hypothetical bookkeeping account for the Participant with an amount equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs Stock (or RSUs Stock which become becomes earned in accordance with this Agreement) if such shares Stock had been outstanding on the dividend record date. The Participant’s Dividend Equivalent Amount shall not be credited with interest or earnings. (c) interest. Any Dividend Equivalent Amount: Amount (iA) shall be subject to the same terms and conditions applicable to the earned RSU Stock to which the Dividend Equivalent Right relates, including, without limitation, the applicable performance goals, restrictions on transfer and the forfeiture conditions contained in the this Agreement; (iiB) shall vest and be settled upon the same terms and at the same time of settlement as the earned RSUs Stock to which they relate; the dividend relates and (iiiC) will shall be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will Amounts on the Settlement Date shall be net of all applicable withholding taxes due on the Dividend Equivalent Amounts pursuant to Section 5(g)6.c.

Dividend Equivalent Rights. (a) Each earned In accordance with Section 8 of the Plan, each RSU granted under the Award shall have a Dividend Equivalent Right associated with it with respect to any cash dividends on Common Stock that have a record date after the Effective Date and prior to the applicable Settlement Conversion Date upon which the RSUs are settled for such RSU (the total accrued dividends for each earned RSU, a “Dividend Equivalent Amount”). For the avoidance shares of doubt, no Dividend Equivalent Amount shall accrue in respect of an RSU which is not earned based on the achievement of Performance Components applicable to an AwardCommon Stock. (ba) The Such Dividend Equivalent Amount Rights shall be calculated paid by crediting a hypothetical bookkeeping account for the Participant with an amount of cash equal to the amount of cash dividends that would have been paid on the dividend payment date with respect to the number of shares of Common Stock underlying the unsettled earned RSUs (or RSUs which become earned in accordance with this Agreement) subject to the Award if such shares had been outstanding on the dividend record date. The A Participant’s Dividend Equivalent Amount Rights account shall not be credited with interest or earnings. (cb) Any Dividend Equivalent AmountRights: (i) shall be subject to the same terms and conditions applicable to the earned RSU to which the Dividend Equivalent Right relates, including, without limitation, the restrictions on transfer and the forfeiture conditions contained in the Master Agreement; (ii) shall vest and be settled become payable upon the same terms and at the same time of settlement as the earned RSUs to which they relate; and (iii) will be denominated and payable solely in cash. The payment of Dividend Equivalent Rights will be net of all applicable withholding taxes pursuant to Section 5(g5(h).