Common use of Prior Awards Clause in Contracts

Prior Awards. Notwithstanding anything to the contrary in any prior award agreement granted under the Plan or any other prior employee incentive plan, including, without limitation, the Xxxxxxxx Xxxxxx Grocery Center REIT I, Inc. Amended and Restated 2010 Long-Term Incentive Plan (collectively, the “Plans”), the definitions of Cause, Disability, Good Reason, Retirement, and Severance Plan in this Exhibit A shall apply to all awards granted under the Plans on or prior to the date hereof and entirely supersede and replace any similar definitions applicable to such prior awards. The undersigned hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended, Treasury Regulations Section 1.83-2 promulgated thereunder, and Rev. Proc. 2012-29, 2012-28 IRB, 06/26/2012, to include in gross income as compensation for services the excess (if any) of the fair market value of the property described below over the amount paid for such property. 1. The name, address and taxpayer identification number of the undersigned are: Name: ______________________________________ (the “Taxpayer”) Address: _____________________________________ Social Security No./Taxpayer Identification No.: ____________________ Taxable Year: Calendar Year ____ 2. Description of property with respect to which the election is being made: The election is being made with respect to _________ Class B Units (“LTIP Units”) in Xxxxxxxx Xxxxxx Grocery Center Operating Partnership I, L.P. (the “Partnership”). 3. The date on which the LTIP Units were transferred to the undersigned is _________________________. 4. Nature of restrictions to which the LTIP Units are subject: (a) With limited exceptions, until the LTIP Units vest, the Taxpayer may not transfer in any manner any portion of the LTIP Units without the consent of the Partnership. (b) The Taxpayer’s LTIP Units vest in accordance with the vesting provisions described in the Schedule attached hereto. Unvested LTIP Units are forfeited in accordance with the vesting provisions described in the Schedule attached hereto. 5. The fair market value at time of transfer (determined without regard to any restrictions other than a nonlapse restriction as defined in Treasury Regulations Section 1.83-3(h)) of the LTIP Units with respect to which this election is being made was $0 per LTIP Unit.

Prior Awards. Notwithstanding anything to the contrary in any prior award agreement granted under the Plan or any other prior employee incentive plan, including, without limitation, the Xxxxxxxx Xxxxxx Grocery Center REIT I, Inc. Amended and Restated 2010 Long-Term Incentive Plan (collectively, the “Plans”), the definitions of Cause, Change in Control, Disability, Good Reason, Retirement, and Severance Plan in this Exhibit A shall apply to all awards granted under the Plans on or prior to the date hereof and entirely supersede and replace any similar definitions applicable to such prior awards. The undersigned hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended, Treasury Regulations Section 1.83-2 promulgated thereunder, and Rev. Proc. 2012-29, 2012-28 IRB, 06/26/2012, to include in gross income as compensation for services the excess (if any) of the fair market value of the property described below over the amount paid for such property. 1. The name, address and taxpayer identification number of the undersigned are: Name: ______________________________________ (the “Taxpayer”) Address: _____________________________________ Social Security No./Taxpayer Identification No.: ____________________ Taxable Year: Calendar Year ____ 2. Description of property with respect to which the election is being made: The election is being made with respect to _________ Class B C Units (“LTIP Units”) in Xxxxxxxx Xxxxxx Grocery Center Operating Partnership I, L.P. (the “Partnership”). 3. The date on which the LTIP Units were transferred to the undersigned is _________________________. 4. Nature of restrictions to which the LTIP Units are subject: (a) With limited exceptions, until the LTIP Units vest, the Taxpayer may not transfer in any manner any portion of the LTIP Units without the consent of the Partnership. (b) The Taxpayer’s LTIP Units vest in accordance with the vesting provisions described in the Schedule attached hereto. Unvested LTIP Units are forfeited in accordance with the vesting provisions described in the Schedule attached hereto. 5. The fair market value at time of transfer (determined without regard to any restrictions other than a nonlapse restriction as defined in Treasury Regulations Section 1.83-3(h)) of the LTIP Units with respect to which this election is being made was $0 per LTIP Unit. 6. The amount paid by the Taxpayer for the LTIP Units was $0 per LTIP Unit. 7. The amount to include in gross income is $0. The undersigned taxpayer will file this election with the Internal Revenue Service office with which taxpayer files his or her annual income tax return not later than 30 days after the date of transfer of the property. A copy of the election also will be furnished to the person for whom the services were performed. Additionally, the undersigned will include a copy of the election with his or her income tax return for the taxable year in which the property is transferred. The undersigned is the person performing the services in connection with which the property was transferred. Dated: Name: Class C Units (“LTIP Units”) are subject to time- and performance-based vesting, provided that the Taxpayer remains an employee of Xxxxxxxx Xxxxxx & Company, Inc. (the “Company”) or its subsidiaries through such vesting, subject to acceleration in certain specified circumstances. Unvested LTIP Units are subject to forfeiture in the event of failure to vest based on the passage of time and continued employment with the Company or its subsidiaries and/or failure to meet applicable performance goals.

Prior Awards. Notwithstanding anything to the contrary in any prior award agreement granted under the Plan or any other prior employee incentive plan, including, without limitation, the Xxxxxxxx Xxxxxx Grocery Center REIT I, Inc. Amended and Restated 2010 Long-Term Incentive Plan (collectively, the “Plans”), the definitions of Cause, Change in Control, Disability, Good Reason, Retirement, and Severance Plan in this Exhibit A shall apply to all awards granted under the Plans on or prior to the date hereof and entirely supersede and replace any similar definitions applicable to such prior awards. The undersigned hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended, Treasury Regulations Section 1.83-2 promulgated thereunder, and Rev. Proc. 2012-29, 2012-28 IRB, 06/26/2012, to include in gross income as compensation for services the excess (if any) of the fair market value of the property described below over the amount paid for such property. 1. The name, address and taxpayer identification number of the undersigned are: Name: ______________________________________ (the “Taxpayer”) Address: _____________________________________ Social Security No./Taxpayer Identification No.: ____________________ Taxable Year: Calendar Year ____ 2. Description of property with respect to which the election is being made: The election is being made with respect to _________ Class B C Units (“LTIP Units”) in Xxxxxxxx Xxxxxx Grocery Center Operating Partnership I, L.P. (the “Partnership”). 3. The date on which the LTIP Units were transferred to the undersigned is _________________________. 4. Nature of restrictions to which the LTIP Units are subject: (a) With limited exceptions, until the LTIP Units vest, the Taxpayer may not transfer in any manner any portion of the LTIP Units without the consent of the Partnership. (b) The Taxpayer’s LTIP Units vest in accordance with the vesting provisions described in the Schedule attached hereto. Unvested LTIP Units are forfeited in accordance with the vesting provisions described in the Schedule attached hereto. 5. The fair market value at time of transfer (determined without regard to any restrictions other than a nonlapse restriction as defined in Treasury Regulations Section 1.83-3(h)) of the LTIP Units with respect to which this election is being made was $0 per LTIP Unit. 6. The amount paid by the Taxpayer for the LTIP Units was $0 per LTIP Unit.

Prior Awards. Notwithstanding anything to the contrary in any prior award agreement granted under the Plan or any other prior employee incentive plan, including, without limitation, the Xxxxxxxx Xxxxxx Grocery Center REIT I, Inc. Amended and Restated 2010 Long-Term Incentive Plan (collectively, the “Plans”), the definitions of Cause, Disability, Good Reason, Retirement, and Severance Plan in this Exhibit A shall apply to all awards granted under the Plans on or prior to the date hereof and entirely supersede and replace any similar definitions applicable to such prior awards. The undersigned hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended, Treasury Regulations Section 1.83-2 promulgated thereunder, and Rev. Proc. 2012-29, 2012-28 IRB, 06/26/2012, to include in gross income as compensation for services the excess (if any) of the fair market value of the property described below over the amount paid for such property. 1. The name, address and taxpayer identification number of the undersigned are: Name: ______________________________________ (the “Taxpayer”) Address: _____________________________________ Social Security No./Taxpayer Identification No.: ____________________ Taxable Year: Calendar Year ____ 2. Description of property with respect to which the election is being made: The election is being made with respect to _________ Class B Units (“LTIP Units”) in Xxxxxxxx Xxxxxx Grocery Center Operating Partnership I, L.P. (the “Partnership”). 3. The date on which the LTIP Units were transferred to the undersigned is _________________________. 4. Nature of restrictions to which the LTIP Units are subject: (a) With limited exceptions, until the LTIP Units vest, the Taxpayer may not transfer in any manner any portion of the LTIP Units without the consent of the Partnership. (b) The Taxpayer’s LTIP Units vest in accordance with the vesting provisions described in the Schedule attached hereto. Unvested LTIP Units are forfeited in accordance with the vesting provisions described in the Schedule attached hereto. 5. The fair market value at time of transfer (determined without regard to any restrictions other than a nonlapse restriction as defined in Treasury Regulations Section 1.83-3(h)) of the LTIP Units with respect to which this election is being made was $0 per LTIP Unit.