Common use of Qualifying Change of Control Clause in Contracts

Qualifying Change of Control. This Section 6 shall specify the effect of a Qualifying Change of Control upon this Performance Grant Agreement. In the event of the Participant’s involuntary termination by the Company or a Dominion Company without Cause (as defined in the Employment Continuity Agreement between the Participant and the Company) within two years following a Qualifying Change of Control, a number of the Performance Share Units will be paid to the Participant equal to the greater of (i) the Target Amount or (ii) the number of units that would be earned at the end of the Performance Period if the predicted performance used for determining the compensation cost recognized by the Company for this award for the latest financial statement filed with the Company’s Annual Report on Form 10-K or Quarterly Report on Form 10-Q immediately prior to the termination of employment was the actual performance for the Performance Period. Payment will occur on or as soon as administratively feasible (but in any event within sixty (60) days) following the termination of employment. Any potential Performance Share Units not paid in accordance with the terms of this Section 6 will be forfeited.

Qualifying Change of Control. This Section 6 shall specify the effect of a Qualifying Change of Control upon this Performance Grant AgreementShare Award. In the event of the Participant’s involuntary termination by the Company or a Dominion Company without Cause (as defined in the Employment Continuity Agreement between the Participant and the Company) within two years following a Qualifying Change of Control, a number of the Performance Share Units Shares will be paid issued to the Participant equal to the greater of (i) the Target Amount or (ii) the number of units shares that would be earned issued at the end of the Performance Period if the predicted performance used for determining the compensation cost recognized by the Company for this award for the latest financial statement filed with the Company’s Annual Report on Form 10-K or Quarterly Report on Form 10-Q immediately prior to the termination of employment was the actual performance for the Performance Period. Payment The Performance Shares will occur be issued on or as soon as administratively feasible (but in any event within sixty (60) days) following the termination of employment. Any potential Performance Share Units Shares not paid issued in accordance with the terms of this Section 6 will be forfeited.