Common use of Forfeiture and Repayment Clause in Contracts

Forfeiture and Repayment. (a) In the event the Participant incurs a separation from service for a reason other than those described in Article 4 herein during the Performance Period this entire award will be forfeited, unless the separation from service follows a Change in Control. (b) Without limiting the generality of Article 6(a), the Company reserves the right to cancel all Performance Shares awarded hereunder, whether or not vested, and require the Participant to repay all income or gains previously realized in respect of such Performance Shares, in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or (iv) Participant engages in any fraudulent, illegal or other misconduct involving the Company or any of its affiliates, including but not limited to any breach of fiduciary duty, breach of a duty of loyalty, or interference with contract or business expectancy.

Forfeiture and Repayment. (a) In the event the Participant incurs a separation from service Participant’s employment is terminated for a reason reasons other than those described in Article Sections 3 and 4 herein during herein, all outstanding Shares under this Option shall immediately be forfeited by the Performance Period this entire award will be forfeited, unless the separation from service follows a Change in ControlParticipant. (b) Without limiting the generality of Article 6(aSection 8(a), the Company reserves the right to cancel all Performance Shares under this Option awarded hereunder, whether or not vested, and require the Participant to repay all income or gains previously realized in respect of such Performance SharesShares under this Option, in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or (iv) Participant engages in any fraudulent, illegal or other misconduct involving the Company or any of its affiliates, including but not limited to any breach of fiduciary duty, breach of a duty of loyalty, or interference with contract or business expectancy.

Forfeiture and Repayment. (a) In the event the Participant incurs a separation from service for a reason other than those described in Article 4 6 herein during the Performance Period this entire award will be forfeited, unless the separation from service follows a Change in Control. (b) Without limiting the generality of Article 6(a8(a), the Company Committee reserves the right to cancel all Performance Shares the Incentive Award awarded hereunder, whether or not vestedearned, and require the Participant to repay all income or gains previously realized in respect of such Performance SharesIncentive Award, in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board Committee determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve twelve-month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates Affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates Affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or Conduct (iv) Participant engages in defined to include any fraudulent, illegal code of ethics or other misconduct involving code of conduct now or hereafter adopted by the Company or any of its affiliatesAffiliates, including but not limited to any breach the extent applicable the Code of fiduciary dutyBusiness Conduct, breach of a duty of loyaltyas amended or supplemented from time to time, and the Company’s or interference with contract subsidiary Risk Management Policies, as amended, supplemented or business expectancy.replaced from time to time); or

Forfeiture and Repayment. (a) In the event the Participant incurs a separation Separation from service Service for a reason other than those described in Article 4 herein during the Performance Period this entire award will be forfeited, unless except as otherwise provided in the separation from service follows a Change in ControlPlan. (b) Without limiting the generality of Article 6(a8(a), the Company reserves the right to cancel all Performance Shares Units awarded hereunder, whether or not vested, and require the Participant to forfeit any Shares issued in settlement of the Units and repay all income or gains previously realized in respect upon sale of any such Performance Shares, Shares in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board Committee determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates Affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or Conduct (iv) Participant engages in defined to include any fraudulent, illegal code of ethics or other misconduct involving code of conduct now or hereafter adopted by the Company or any of its affiliatesAffiliates, including but not limited to any breach the extent applicable the Code of fiduciary dutyBusiness Conduct, breach of a duty of loyaltyas amended or supplemented from time to time, and the Company’s or interference with contract subsidiary Risk Management Policies, as amended, supplemented or business expectancy.replaced from time to time); or

Forfeiture and Repayment. (a) In the event the Participant incurs a separation from service Participant’s employment is terminated for a reason reasons other than those described in Article 4 Section 5 herein during prior to the Performance Period this entire award will Dates of the Lapse of Restrictions, all outstanding unvested Restricted Stock granted hereunder shall immediately be forfeited, unless forfeited by the separation from service follows a Change in ControlParticipant. (b) Without limiting the generality of Article 6(aSection 7(a), the Company reserves the right to cancel all Performance Shares Restricted Stock awarded hereunder, whether or not vested, and require the Participant to repay all income or gains previously realized in respect of such Performance SharesRestricted Stock, in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board Committee determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates Affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates Affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or Conduct (iv) Participant engages in defined to include any fraudulent, illegal code of ethics or other misconduct involving code of conduct now or hereafter adopted by the Company or any of its affiliatesAffiliates, including but not limited to any breach the extent applicable the Code of fiduciary dutyBusiness Conduct, breach of a duty of loyaltyas amended or supplemented from time to time, and the Company’s or interference with contract subsidiary Risk Management Policies and Procedures, as amended, supplemented or business expectancy.replaced from time to time); or

Forfeiture and Repayment. (a) In the event the Participant incurs a separation Separation from service Service for a reason other than those described in Article Articles 4 or 5 herein during the Performance Period this entire award will be forfeited, unless the separation from service follows a Change in Control. (b) Without limiting the generality of Article 6(a8(a), the Company reserves the right to cancel all Performance Shares Units awarded hereunder, whether or not vested, and require the Participant to forfeit any Shares issued in settlement of the Units and repay all income or gains previously realized in respect upon sale of any such Performance Shares, Shares in the event of the occurrence of any of the following events: (i) termination of Participant’s employment for Cause; (ii) within one year following any termination of Participant’s employment, the Board determines that the Participant engaged in conduct before the Participant’s termination date that would have constituted the basis for a termination of employment for Cause; (iii) at any time during the Participant’s employment or the twelve month period immediately following any termination of employment, Participant: (x) publicly disparages the Company, any of its affiliates Affiliates or any of its or their officers, directors or senior executive employees or otherwise makes any public statement that is materially detrimental to the interests or reputation of the Company, any of its affiliates or such individuals; or (y) violates in any material respect any policy or any code of ethics or standard of behavior or conduct generally applicable to Participant, including the Code of Conduct; or (iv) Participant engages in any fraudulent, illegal or other misconduct involving the Company or any of its affiliates, including but not limited to any breach of fiduciary duty, breach of a duty of loyalty, or interference with contract or business expectancy.