Common use of Final Award Calculation Clause in Contracts

Final Award Calculation. Notwithstanding anything in the Agreement to the contrary, upon the occurrence of a Change in Control at any time prior to a Committee-determined Award Date pursuant to Section 5.2, (i) the Performance Period, if not already ended, will be limited and will end on the last day of the last full quarter completed prior to the day the Change in Control occurs, or, if the Change in Control occurs on a quarter-end date, on the day the Change in Control occurs, but in no event later than December 31, 2008, (ii) if Dividend Adjustment Share Units were otherwise still accruing at the time, no further Dividend Adjustment Share Units will accrue and be added to the number of Adjusted Target Share Units after the last day of the Performance Period as so limited, and (iii) Grantee will be deemed to have been awarded a Final Award in an amount determined as set forth in this Section 6, payable to Grantee or Xxxxxxx’s legal representative at the time and in the manner set forth in Section 7, provided that the Grant is outstanding as of the end of the day immediately preceding the day on which the Change in Control occurs and has not already terminated or been terminated in accordance with the terms of Section 4. If this Section 6 is applicable and a Final Award is deemed to be awarded pursuant to Section 6, the day the Change in Control occurs will be considered the Award Date for purposes of the Agreement. This date is sometimes referred to in the Agreement as the “Change-in-Control-determined Award Date” (as set forth in Section 15.5).

Final Award Calculation. Notwithstanding anything in the Agreement to the contrary, upon the occurrence of a Change in of Control at any time prior to a Committee-determined Award Date pursuant to Section 5.2, (i) the overall Performance Period, if not already ended, will be limited and will end on the last day of the last full quarter completed prior to the day the Change in of Control occurs, or, if the Change in of Control occurs on a quarter-end date, on the day the Change in of Control occurs, but in no event later than December 31, 20082014, (ii) if Dividend Adjustment Share Units were otherwise still accruing at the time, no further Dividend Adjustment Share Units will accrue and be added to the number of Adjusted Target Share Units after the last day of the overall Performance Period as so limited, and (iii) Grantee will be deemed to have been awarded a Final Award in an amount determined as set forth in this Section 6, payable to Grantee or Xxxxxxx’s legal representative at the time and in the manner set forth in Section 7, provided that the Grant is 2012 Incentive Performance Units are still outstanding as of the end of the day immediately preceding the day on which the Change in of Control occurs and has have not already terminated or been terminated in accordance with the terms service or conduct provisions of Section 4. If this Section 6 is applicable and a Final Award is deemed to be awarded pursuant to Section 6, the day the Change in of Control occurs will be considered the Award Date for purposes of the Agreement. This date is sometimes referred to in the Agreement as the “Change-inof-Control-determined Award Date” (as set forth in Section 15.515.7).

Final Award Calculation. Notwithstanding anything in the Agreement to the contrary, upon the occurrence of a Change in Control at any time prior to a Committee-determined Award Date pursuant to Section 5.2, (i) the Performance Period, if not already ended, will be limited and will end on the last day of the last full quarter completed prior to the day the Change in Control occurs, or, if the Change in Control occurs on a quarter-end date, on the day the Change in Control occurs, but in no event later than December 31, 20082009, (ii) if Dividend Adjustment Share Units were otherwise still accruing at the time, no further Dividend Adjustment Share Units will accrue and be added to the number of Adjusted Target Share Units after the last day of the Performance Period as so limited, and (iii) Grantee will be deemed to have been awarded a Final Award in an amount determined as set forth in this Section 6, payable to Grantee or Xxxxxxx’s legal representative at the time and in the manner set forth in Section 7, provided that the Grant is outstanding as of the end of the day immediately preceding the day on which the Change in Control occurs and has not already terminated or been terminated in accordance with the terms of Section 4. If this Section 6 is applicable and a Final Award is deemed to be awarded pursuant to Section 6, the day the Change in Control occurs will be considered the Award Date for purposes of the Agreement. This date is sometimes referred to in the Agreement as the “Change-in-Control-determined Award Date” (as set forth in Section 15.5).

Final Award Calculation. Notwithstanding anything in the Agreement to the contrary, upon the occurrence of a Change in Control at any time prior to a Committee-determined Award Date pursuant to Section 5.2, (i) the Performance Period, if not already ended, will be limited and will end on the last day of the last full quarter completed prior to the day the Change in Control occurs, or, if the Change in Control occurs on a quarter-end date, on the day the Change in Control occurs, but in no event later than December 31, 20082010, (ii) if Dividend Adjustment Share Units were otherwise still accruing at the time, no further Dividend Adjustment Share Units will accrue and be added to the number of Adjusted Target Share Units after the last day of the Performance Period as so limited, and (iii) Grantee will be deemed to have been awarded a Final Award in an amount determined as set forth in this Section 6, payable to Grantee or XxxxxxxGrantee’s legal representative at the time and in the manner set forth in Section 7, provided that the Grant is outstanding as of the end of the day immediately preceding the day on which the Change in Control occurs and has not already terminated or been terminated in accordance with the terms of Section 4. If this Section 6 is applicable and a Final Award is deemed to be awarded pursuant to Section 6, the day the Change in Control occurs will be considered the Award Date for purposes of the Agreement. This date is sometimes referred to in the Agreement as the “Change-in-Control-determined Award Date” (as set forth in Section 15.5).. January 2008

Final Award Calculation. Notwithstanding anything in the Agreement to the contrary, upon the occurrence of a Change in of Control at any time prior to a Committee-determined Award Date pursuant to Section 5.2, (i) the overall Performance Period, if not already ended, will be limited and will end on the last day of the last full quarter completed prior to the day the Change in of Control occurs, or, if the Change in of Control occurs on a quarter-end date, on the day the Change in of Control occurs, but in no event later than December 31, 20082012, (ii) if Dividend Adjustment Share Units were otherwise still accruing at the time, no further Dividend Adjustment Share Units will accrue and be added to the number of Adjusted Target Share Units after the last day of the overall Performance Period as so limited, and (iii) Grantee will be deemed to have been awarded a Final Award in an amount determined as set forth in this Section 6, payable to Grantee or Xxxxxxx’s legal representative at the time and in the manner set forth in Section 7, provided that the Grant is Performance Units are still outstanding as of the end of the day immediately preceding the day on which the Change in of Control occurs and has have not already terminated or been terminated in accordance with the terms of Section 4. If this Section 6 is applicable and a Final Award is deemed to be awarded pursuant to Section 6, the day the Change in of Control occurs will be considered the Award Date for purposes of the Agreement. This date is sometimes referred to in the Agreement as the “Change-inof-Control-determined Award Date” (as set forth in Section 15.5).