Common use of Recoupment of Proceeds Clause in Contracts

Recoupment of Proceeds. Notwithstanding any other provision of these Terms and Conditions or the Agreement, if you engage in any of the behavior(s) prohibited by the Confidentiality and Nondisclosure Agreements, then to the extent determined by the Committee in its sole discretion, you shall be obligated to pay to Company, for each share of Common Stock that is transferred to you pursuant to an exercise of the Option by you that occurs on or after the date that is six months prior to your Termination of Employment an amount equal to the Fair Market Value of the share of Common Stock (measured as of the date of exercise) minus the exercise price paid by you for such share of Common Stock. You shall tender to the Company cash payment of such exercise proceeds within fifteen (15) business days after written demand therefor is made by the Committee. Any such written demand by the Committee for recoupment pursuant to this Section 13.2 shall be made on or before the date that is two years after your Termination of Employment. You shall bear sole responsibility for the amount of any taxes paid by you respect to your exercise of the Option, notwithstanding any subsequent recoupment of the proceeds of the Option exercise by the Company.

Recoupment of Proceeds. Notwithstanding any other provision of these Terms and Conditions or the Agreement, if you engage in any of the behavior(s) prohibited in Section 14.1 at any time after the date of the grant of the Option while employed by the Confidentiality and Nondisclosure AgreementsCompany or any of its Affiliates or within twenty-four (24) months after the date you incur a Termination of Employment, or any of Section 14.2, Section 14.3 or Section 14.4 during the applicable time-period(s) specified in those Sections, then to the extent determined by the Committee in its sole discretion, you shall be obligated to pay to Company, for each share of Common Stock that is transferred to you pursuant to an exercise of the Option by you that occurs on or after the date that is within six months prior to your Termination of Employment or within thirty (30) months following your Termination of Employment, an amount equal to the Fair Market Value of the share of Common Stock (measured as of the date of exercise) minus the exercise price paid by you for such share of Common Stock. You shall tender to the Company cash payment of such exercise proceeds within fifteen (15) business days after written demand therefor is made by the Committee. Any such written demand by the Committee for recoupment pursuant to this Section 13.2 shall be made on or before the date that is two years after your Termination of Employment. You shall bear sole responsibility for the amount of any taxes paid by you respect to your exercise of the Option, notwithstanding any subsequent recoupment of the proceeds of the Option exercise by the Company.

Recoupment of Proceeds. Notwithstanding any other provision of these Terms and Conditions or the Agreement, if you engage in any of the behavior(s) prohibited by the Confidentiality and Nondisclosure Agreements, then to the extent determined by the Committee Board in its sole discretion, you shall be obligated to pay to Company, for each share of Common Stock that is transferred to you pursuant to an exercise of the Option by you that occurs on or after the date that is six months prior to your Termination termination of Employment service on the Board an amount equal to the Fair Market Value of the share of Common Stock (measured as of the date of exercise) minus the exercise price paid by you for such share of Common Stock. You shall tender to the Company cash payment of such exercise proceeds within fifteen (15) business days after written demand therefor is made by the CommitteeBoard. Any such written demand by the Committee Board for recoupment pursuant to this Section 13.2 11.2 shall be made on or before the date that is two years after your Termination termination of Employmentservice on the Board. You shall bear sole responsibility for the amount of any taxes paid by you respect to your exercise of the Option, notwithstanding any subsequent recoupment of the proceeds of the Option exercise by the Company.

Recoupment of Proceeds. Notwithstanding any other provision of these Terms and Conditions or the Agreement, if you engage in any of the behavior(s) prohibited by the Confidentiality and Nondisclosure Agreements, then to the extent determined by the Committee in its sole discretion, you shall be obligated to pay to Company, for each share of Common Stock that is transferred to you pursuant to an exercise of the Option by you that occurs on or after the date that is six months prior to your Termination of Employment Service an amount equal to the Fair Market Value of the share of Common Stock (measured as of the date of exercise) minus the exercise price paid by you for such share of Common Stock. You shall tender to the Company cash payment of such exercise proceeds within fifteen (15) business days after written demand therefor is made by the Committee. Any such written demand by the Committee for recoupment pursuant to this Section 13.2 shall be made on or before the date that is two years after your Termination of EmploymentService. You shall bear sole responsibility for the amount of any taxes paid by you respect to your exercise of the Option, notwithstanding any subsequent recoupment of the proceeds of the Option exercise by the Company.