Common use of Forms of Recovery Clause in Contracts

Forms of Recovery. If the Committee determines to seek recovery for the Overpayment, the Company shall have the right to demand that the Covered Employee pay the Company for, or forfeit, any Overpayment paid or awarded as a result of a misstatement triggering a restatement of the reported financial results of the Company or any of its segments. The Committee may also determine to reduce, cancel or cause the forfeiture of any incentive compensation otherwise due to recover the Overpayment, provided, that, any reduction, cancellation or forfeiture of any incentive compensation shall be in done in compliance with Section 409A of the Internal Revenue Code of 1986, as amended. To the extent the Covered Employee refuses to pay to the Company an amount equal to the Overpayment, the Company shall have the right to xxx for repayment and/or enforce the Covered Employee’s obligation to make payment through the reduction or cancellation of outstanding and future incentive compensation. Without limiting the Company’s rights, to the extent any shares have been issued under vested awards or such shares have been sold by the Covered Employee, the Company shall have the right to cancel any other outstanding equity-based awards with a value equivalent to the Overpayment, as determined by the Committee.