Common use of Performance Conditions Clause in Contracts

Performance Conditions. The shares of Restricted Stock shall become vested on the last day (such date, the “Vesting Date”) of any five consecutive trading day period ending on or after January 1, 2017 during which the average closing price of the Shares on the New York Stock Exchange (or such other securities exchange on which the Shares may then be traded) equals or exceeds 105% of the closing price of a Share on the New York Stock Exchange (or such other securities exchange in which the Shares then may be traded) on December 31, 2016, provided that the Vesting Date must occur, if at all, prior to the fifth anniversary of the Date of Xxxxx. In the event that a Change of Control occurs during the Recipient’s Continuous Service, unless the Company is the surviving entity in the Change of Control and the Restricted Stock Award continues to be outstanding after the Change of Control of the Company on substantially the same terms and conditions as were applicable immediately prior to the Change of Control, then the shares of Restricted Stock subject to this Agreement shall automatically and without any action on the part of the Recipient, shall become fully vested immediately prior to the Change in Control.

Performance Conditions. The shares of Restricted Stock shall become vested on the last day (such date, the “Vesting Date”) of any five consecutive trading day period ending on or after January 1, 2017 2018 during which the average closing price of the Shares on the New York Stock Exchange (or such other securities exchange on which the Shares may then be traded) equals or exceeds 105% of the closing price of a Share on the New York Stock Exchange (or such other securities exchange in which the Shares then may be traded) on December 31, 20162017, provided that the Vesting Date must occur, if at all, prior to the fifth anniversary of the Date of Xxxxx. In the event that a Change of Control occurs during the Recipient’s Continuous Service, unless the Company is the surviving entity in the Change of Control and the Restricted Stock Award continues to be outstanding after the Change of Control of the Company on substantially the same terms and conditions as were applicable immediately prior to the Change of Control, then the shares of Restricted Stock subject to this Agreement shall automatically and without any action on the part of the Recipient, shall become fully vested immediately prior to the Change in Control.