Common use of Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture Clause in Contracts

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion of the RSUs not settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 years immediately prior to the date of termination of employment statusstatus (including for this purpose any continuous service with DXC prior to the Spinoff or any continuous service with Vencore Holding Corporation or KGS Holding Corporation prior to the Merger); or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion of the RSUs not settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 2021 and during Fiscal Year 2022 or Fiscal Year 2023 at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 2023 and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2 and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and then dividing this number by 36. If the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 3(a) after the end of Fiscal Year 2023, then the Company shall settle the RSUs not settled in accordance with Section 2 and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries subsidiaries is terminated at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries subsidiaries for at least 10 years immediately prior to the date of termination of employment statusstatus (including for this purpose any continuous service with HPE prior to the Spinoff or any continuous service with CSC prior to the CSC Merger); or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries subsidiaries is terminated (the “Employment Termination Date”), the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion of the RSUs not settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 2023 and during Fiscal Year 2024 or Fiscal Year 2025 at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 2025 and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2 and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and start of the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, Performance Period and then subtracting from dividing this number by 36. If the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 3(a) after the end of Fiscal Year 2025, then the Company shall settle the RSUs not settled in accordance with Section 2 and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 1 and during Fiscal Year 2 or Fiscal Year 3 at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 3 and such termination is specifically approved by the Committee for purposes of this Section 3(a4(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2, Section 3 (if applicable), and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and then dividing this number by 36. If the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 4(a) after the end of Fiscal Year 3, then the Company shall settle the RSUs not settled in accordance with Section 2, Section 3 (if applicable) and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 or Older Other than for Cause, death or Disability with at least 10 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 2022 and during Fiscal Year 2023 or Fiscal Year 2024 at age 62 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 2024 and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2 and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and then dividing this number by 36. If the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 3(a) after the end of Fiscal Year 2024, then the Company shall settle the RSUs not settled in accordance with Section 2 and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status, then (1) if such termination occurs on or after the first anniversary of the Grant Date, then the RSUs shall remain outstanding and shall be settled on the applicable Scheduled Settlement Date(s), or (2) if such termination occurs prior to the first anniversary of the Grant Date, then on the next Scheduled Settlement Date, the Company shall settle a portion of the unsettled RSUs and any related Dividend Equivalents, with such portion of the RSUs settled being determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is thirty six (36); or (ii) the Employee is not eligible for the treatment set forth in Section 3(a)(i) above, and Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after on the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination next Scheduled Settlement Date”), the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion of the RSUs not eligible to be settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 2024 and during Fiscal Year 2025 or Fiscal Year 2026 at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 2026 and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2 and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and start of the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, Performance Period and then subtracting from dividing this number by 36. If the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 3(a) after the end of Fiscal Year 2026, then the Company shall settle the RSUs not settled in accordance with Section 2 and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), the Company shall settle a portion fraction of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total then dividing this number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Dateby 36. The portion of the RSUs not settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during the term of the Award and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion of the RSUs settled will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, and then subtracting from the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion of the RSUs not settled in accordance with this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business on the Employment Termination Date.

Effect of Termination of Employment; Approved Termination; Change in Control; Recoupment and Forfeiture. (a) Age 62 55 or Older Other than for Cause, death or Disability with at least 10 5 Years of Service; Approved Termination. If, prior to the settlement of the RSUs in full: (i) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated after the end of Fiscal Year 2025 and during Fiscal Year 2026 or Fiscal Year 2027 at age 62 55 or older for no reason, or for any reason other than Cause, death or Disability, and the Employee shall have been (or for any other purpose shall have been treated as if he or she had been) a continuous employee of the Company or its Subsidiaries for at least 10 5 years immediately prior to the date of termination of employment status; or (ii) the Employee’s status as an employee of the Company or any of its Subsidiaries is terminated at any time during on or before the term end of the Award Fiscal Year 2027 and such termination is specifically approved by the Committee for purposes of this Section 3(a), then, as soon as practicable after the Employee’s status as an employee of the Company or its Subsidiaries is terminated (the “Employment Termination Date”), then the Company shall settle a portion of the remaining unsettled RSUs and any related Dividend Equivalents. The portion fraction of the RSUs settled that otherwise would settle in accordance with Section 2 and Appendix C of this Agreement on the Scheduled Settlement Date. This fraction will be determined by multiplying (x) the total number of RSUs granted under this Award by (y) a fraction, the numerator of which is calculating the number of full months of continuous service with the Company or its Subsidiaries that the Employee has completed since the Grant Date and start of the denominator of which is the total number of full months from the Grant Date until the last scheduled Vesting Date under the Award, Performance Period and then subtracting from dividing this number by 36. If the resulting product the total number of RSUs granted under this Award, if any, that have vested and been settled prior to the Employment Termination Date. The portion Employee’s status as an employee of the Company or any of its Subsidiaries terminates pursuant to this Section 3(a) after the end of Fiscal Year 2027, then the Company shall settle the RSUs not settled in accordance with Section 2 and Appendix C of this section and any related Dividend Equivalents shall automatically be cancelled as of the close of business Agreement, without pro-ration, on the Employment Termination Scheduled Settlement Date.