Common use of Effect of Termination of Employment or Services Clause in Contracts

Effect of Termination of Employment or Services. If the Participant ceases to be employed by or ceases to provide services to the Corporation or a Subsidiary (the date of such termination of employment or service is referred to as the Participant’s “Severance Date”), the Participant’s Stock Units shall terminate to the extent such units have not become vested pursuant to Section 3 hereof upon the Severance Date regardless of the reason for the termination of the Participant’s employment or services; provided, however, that (a) if the event Participant’s employment is terminated pursuant to Section 5(b) of Participant’s Employment Agreement with the Company, dated January 26, 2012, as amended, then, subject to the provisions of Section 5(b) thereof, the Award shall immediately vest and become non-forfeitable with respect to any then unvested Stock Units and shall be paid in accordance with Section 7 hereof; and (b) if the Participant’s employment is terminated as a result of the Participant’s death, Total Disability (as defined below) or Retirement (as defined below), the Participant’s Stock Units, to the extent such units are not then vested, shall become fully vested as of the Severance Date and shall be paid in accordance with Section 7. If any unvested Stock Units are terminated hereunder, such Stock Units shall automatically terminate and be cancelled as of the applicable Severance Date without payment of any consideration by the Corporation and without any other action by the Participant, or the Participant’s beneficiary or personal representative, as the case may be.

Effect of Termination of Employment or Services. If (a) The Restricted Stock granted pursuant to this Agreement shall vest in accordance with the vesting schedule reflected in Paragraph 2(b) above, as long as the Participant ceases to be remains employed by or ceases continues to provide services to the Corporation Company or a Subsidiary Subsidiary. If, however, either: (i) the Company and its Subsidiaries terminate the Participant’s employment (or if the Participant is not an Employee, determine that the Participant’s services are no longer needed), or (ii) the Participant terminates employment (or if the Participant is not an Employee, ceases to perform services for the Company and its Subsidiaries), for reasons other than the Participant’s death or Disability (as defined in Paragraph 3(b) below), then the shares of Restricted Stock that have not previously vested in accordance with the vesting schedule reflected in Paragraph 2(b) above, as of the date of such termination of employment (or service is referred to cessation of services, as the Participant’s “Severance Date”applicable), shall be forfeited by the Participant’s Stock Units shall terminate Participant to the extent such units have not become vested pursuant to Section 3 hereof upon the Severance Date regardless of the reason for the termination of the Participant’s employment or services; provided, however, that (a) if the event Participant’s employment is terminated pursuant to Section 5(b) of Participant’s Employment Agreement with the Company, dated January 26, 2012, as amended, then, subject to the provisions of Section 5(b) thereof, the Award shall immediately vest and become non-forfeitable with respect to any then unvested Stock Units and shall be paid in accordance with Section 7 hereof; and . (b) if If the Participant’s employment is terminated as a result of (whether by the Company and its Subsidiaries or by the Participant) (or if the Participant is not an Employee, ceases to perform services for the Company and its Subsidiaries) due to the Participant’s death(i) death or (ii) Disability, Total Disability (as defined belowthen the shares of Restricted Stock that have not previously vested in accordance with the vesting schedule reflected in Paragraph 2(b) or Retirement (as defined below)above, the Participant’s Stock Units, to the extent such units are not then vested, shall become fully vested as of the Severance Date and shall be paid in accordance with Section 7. If any unvested Stock Units are terminated hereunder, date of such Stock Units shall automatically terminate and be cancelled as termination of the applicable Severance Date without payment employment (or cessation of any consideration by the Corporation and without any other action by the Participant, or the Participant’s beneficiary or personal representativeservices, as the case may be.applicable), shall vest. For purposes of this Paragraph 3,

Effect of Termination of Employment or Services. If the Participant ceases to be employed by or ceases to provide services to the Corporation or a Subsidiary (the date of such termination of employment or service is referred to as the Participant’s “Severance Date”), the Participant’s Restricted Stock Units shall terminate be forfeited and shall revert to the Corporation to the extent such units have the Restricted Stock has not become vested pursuant to Section 3 hereof upon the Severance Date regardless of the reason for the termination of the Participant’s employment or services; provided, however, that (a) if the event Participant’s employment is terminated pursuant to Section 5(b) of Participant’s Employment Agreement with the Company, dated January 26, 2012, as amended, then, subject to the provisions of Section 5(b) thereof, the Award shall immediately vest and become non-forfeitable with respect to any then unvested Stock Units and shall be paid in accordance with Section 7 hereof; and (b) if the Participant’s employment is terminated as a result of the Participant’s death, Total Disability (as defined below) or Retirement (as defined below), the Participant’s Stock UnitsRestricted Stock, to the extent such units are Restricted Stock is not then vested, shall become fully vested as of the Severance Date and Date; provided, further, in the event the Participant’s employment is terminated pursuant to Section 8(c) of the Employment Agreement, subject to the provisions of Section 8(c)(ii) thereof, to the extent such Restricted Stock is not then vested, shall be paid in accordance with Section 7become fully vested as of the Severance Date. If any unvested Restricted Stock Units are terminated is forfeited hereunder, such Restricted Stock Units shall automatically terminate and be cancelled revert to the Corporation as of the applicable Severance Date without payment of any consideration by the Corporation and without any other action by the Participant, or the Participant’s beneficiary or personal representative, as the case may be.