Common use of Other Terms Relating to Rsus Clause in Contracts

Other Terms Relating to Rsus. (a) The number of RSUs credited to a Participant's Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares in settlement of the RSUs that the Participant (or any Beneficiary) pay to the Company or a Participating Company, upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares in settlement of the RSUs until such amount is paid. The Committee may, in its discretion, permit a Participant (or any Beneficiary of a Participant) to pay all or a portion of the amount requested by the Company for such taxes at such time and in such manner as the Committee shall deem to be appropriate, including by authorizing the Company to withhold from the shares to be delivered in settlement, or by agreeing to surrender to the Company on or about the date such tax liability is determinable, Shares having a fair market value (as determined by the Committee) equal to the amount of such tax liability or a specified portion of such tax liability. (c) An individual statement of each Participant's Account will be issued to each Participant not less frequently than [annually]. Such statements shall reflect the amount of RSUs credited to Participant's Account, transactions therein during the period covered by the statement, and other information deemed relevant by the [Director of Human Resources]. Such a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participant. A Participant's statements shall be deemed a part of this Agreement, and shall evidence the Company's obligations in respect of RSUs, including the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement containing an error shall not represent a binding obligation to the extent of such error.

Other Terms Relating to Rsus. (a) The number of RSUs credited to a Participant's ’s Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares in settlement of the RSUs that the Participant (or any Beneficiary) pay to the Company (or a Participating Companysubsidiary or affiliate), upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold the minimum statutory withholding liabilities for federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares Shares in settlement of the RSUs until such amount is paid. The Unless otherwise determined by the Committee may, in its discretion, permit a or unless Participant (or any Beneficiary of a ParticipantBeneficiary) has prior to pay all or a portion of the amount requested by the Company for such taxes at such time and in such manner as the Committee shall deem settlement date made alternative arrangements satisfactory to be appropriate, including by authorizing the Company to pay withholding taxes applicable upon settlement, the Company shall withhold from the shares Shares to be delivered in settlement, or by agreeing to surrender to settlement of the Company on or about the date such tax liability is determinable, RSUs that number of Shares having a fair market value (as determined by the Committee) equal to the amount of such tax liability (or a specified portion as nearly equal as possible without exceeding the amount of such tax liability. (c) An individual statement ). For this purpose, the fair market value of each Participant's Account the withheld Shares shall be the average high/low sales prices in composite trading of New York Stock Exchange Listed securities on the day on which the Shares are withheld. Shares will not be issued to each Participant not less frequently than [annually]. Such statements shall reflect the amount of RSUs credited to Participant's Account, transactions therein during the period covered withheld by the statementCompany to satisfy withholding taxes (i.e., and other information deemed relevant by FICA) due upon the [Director lapse of Human Resources]. Such the risk of forfeiture if settlement of the RSUs is deferred for a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participant. A Participant's statements shall be deemed a part period of this Agreement, and shall evidence the Company's obligations in respect of RSUs, including the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement containing an error shall not represent a binding obligation to the extent of such errortime thereafter.

Other Terms Relating to Rsus. (a) The number of RSUs credited to a Participant's ’s Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares in settlement of the RSUs that the Participant (or any Beneficiary) pay to the Company (or a Participating Companysubsidiary or affiliate), upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold the minimum statutory withholding liabilities for federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares Shares in settlement of the RSUs until such amount is paid. The Unless otherwise determined by the Committee may, in its discretion, permit a or unless Participant (or any Beneficiary of a ParticipantBeneficiary) has prior to pay all or a portion of the amount requested by the Company for such taxes at such time and in such manner as the Committee shall deem settlement date made alternative arrangements satisfactory to be appropriate, including by authorizing the Company to pay withholding taxes applicable upon settlement, the Company shall withhold from the shares Shares to be delivered in settlement, or by agreeing to surrender to settlement of the Company on or about the date such tax liability is determinable, RSUs that number of Shares having a fair market value (as determined by the Committee) equal to the amount of such tax liability (or a specified portion as nearly equal as possible without exceeding the amount of such tax liability). For this purpose, the fair market value of the withheld Shares shall be the average high/low sales prices in composite trading of New York Stock Exchange Listed securities on the day on which the Shares are withheld. (c) An individual statement of each Participant's ’s Account will be issued to each Participant not less frequently than [annually]. Such statements shall reflect the amount of RSUs credited to Participant's ’s Account, transactions therein during the period covered by the statement, and other information deemed relevant by the [Director Vice President of Global Human Resources]. Such a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participant. A Participant's ’s statements shall be deemed a part of this Agreement, and shall evidence the Company's ’s obligations in respect of RSUs, including the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement containing an error shall not represent a binding obligation to the extent of such error.

Other Terms Relating to Rsus. (a) The number of RSUs credited to a ParticipantEmployee's Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant Employee shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares shares of Common Stock in settlement of the RSUs that the Participant Employee (or any Beneficiary) pay to the Company or a Participating Company, upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares in settlement of the RSUs until such amount is paid. The Committee mayUnless otherwise determined by the Committee, in its discretion, permit a Participant Employee (or any Beneficiary of a ParticipantEmployee) to may pay all or a portion of the amount requested required to be withheld by the Company for such taxes at such time and in such manner as the Committee shall deem to be appropriate, including by authorizing the Company to withhold from the shares to be delivered in settlement, or by agreeing to surrender to the Company on or about the date such tax liability is determinable, Shares having a fair market value (as determined by the Committee) equal to the amount of such tax liability or a specified portion of such tax liability.is (c) An individual statement of each ParticipantEmployee's Account will be issued to each Participant not less frequently than [annually]Employee at such times as may be determined by the Company. Such statements shall reflect the amount of RSUs credited to ParticipantEmployee's Account, transactions therein during the period covered by the statement, and other information deemed relevant by the [Director of Human Resources]. Such a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participantfor employees. A ParticipantEmployee's statements Statements shall be deemed a part of this Agreement, and shall evidence the Company's obligations in respect of RSUs, including the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement . Any Statement containing an error shall not not, however, represent a binding obligation to the extent of such error, notwithstanding the inclusion of such Statement as part of this Agreement.

Other Terms Relating to Rsus. (a) The number of RSUs credited to a Participant's ’s Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares in settlement of the RSUs that the Participant (or any Beneficiary) pay to the Company (or a Participating Companysubsidiary or affiliate), upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold the minimum statutory withholding liabilities for federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares Shares in settlement of the RSUs until such amount is paid. The Unless otherwise determined by the Committee may, in its discretion, permit a or unless Participant (or any Beneficiary of a ParticipantBeneficiary) has prior to pay all or a portion of the amount requested by the Company for such taxes at such time and in such manner as the Committee shall deem settlement date made alternative arrangements satisfactory to be appropriate, including by authorizing the Company to pay withholding taxes applicable upon settlement, the Company shall withhold from the shares Shares to be delivered in settlement, or by agreeing to surrender to settlement of the Company on or about the date such tax liability is determinable, RSUs that number of Shares having a fair market value (as determined by the Committee) equal to the amount of such tax liability (or a specified portion as nearly equal as possible without exceeding the amount of such tax liability. (c) An individual statement ). For this purpose, the fair market value of each Participant's Account will be issued to each Participant not less frequently than [annually]. Such statements shall reflect the amount of RSUs credited to Participant's Account, transactions therein during the period covered by the statement, and other information deemed relevant by the [Director of Human Resources]. Such a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participant. A Participant's statements withheld Shares shall be deemed a part the average high/low sales prices in composite trading of this Agreement, and shall evidence New York Stock Exchange Listed securities on the Company's obligations in respect of RSUs, including day on which the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement containing an error shall not represent a binding obligation to the extent of such errorShares are withheld.

Other Terms Relating to Rsus. (a) The number of RSUs credited to a Participant's ’s Account shall include fractional RSUs calculated to at least three decimal places, unless otherwise determined by the Committee. Upon settlement of RSUs, Participant shall be paid, in cash, an amount equal to the value of any fractional share that would have otherwise been deliverable in settlement of such RSUs, unless the Company arranges to deliver shares to an account of Participant to which fractional shares may be credited without requiring the Company to in fact issue a fractional share. (b) It shall be a condition to the obligation of the Company to issue and deliver Shares in settlement of the RSUs that the Participant (or any Beneficiary) pay to the Company or a Participating Company, upon its demand, such amount as may be requested by the Company for the purpose of satisfying any liability to withhold the minimum statutory withholding liabilities for federal, state, or local income or other taxes. If the amount requested is not paid, the Company may refuse to deliver the shares in settlement of the RSUs until such amount is paid. The Committee may, in its discretion, permit a Participant (or any Beneficiary of a Participant) to pay all or a portion of the amount requested by the Company for such taxes at such time and in such manner as the Committee shall deem to be appropriate, including by authorizing authorizing, and the Participant hereby authorizes, the Company to withhold from the shares to be delivered in settlement, or by agreeing to surrender to the Company on or about the date such tax liability is determinable, Shares having a fair market value (as determined by The fair market value is equal to the Committeeaverage high/low on the day in which the Shares are surrendered.) equal to the amount of such tax liability or a specified portion of such tax liability. (c) An individual statement of each Participant's ’s Account will be issued to each Participant not less frequently than [annually]. Such statements shall reflect the amount of RSUs credited to Participant's ’s Account, transactions therein during the period covered by the statement, and other information deemed relevant by the [Director Vice President of Global Human Resources]. Such a statement may be combined with or include information regarding other plans and compensatory arrangements relating to Participant. A Participant's ’s statements shall be deemed a part of this Agreement, and shall evidence the Company's ’s obligations in respect of RSUs, including the number of RSUs credited as a result of Dividend Equivalents (if any); provided, however, that any statement containing an error shall not represent a binding obligation to the extent of such error.