Common use of Recovery of Bonus, Incentive Compensation and Retention Award Clause in Contracts

Recovery of Bonus, Incentive Compensation and Retention Award. Under the terms of the EESA Restrictions, the Company must ensure that any payment that is, or is in the nature of a bonus incentive compensation or retention award, made to a senior executive officer or the next twenty most highly compensated employees of the Company during the TARP Period is subject to a provision for recovery or “clawback” by the Company if the bonus payment was based on materially inaccurate financial statements (which includes, but is not limited to, statements of earnings, revenues, or gains) or any other potentially inaccurate performance metric criteria. Accordingly, any bonus, incentive compensation or retention award made to you during the TARP Period is subject to recovery or “clawback” by the Company if the payments were based on materially inaccurate financial statements (which includes but is not limited to statements of earnings, revenues, or gains) or any other materially inaccurate performance metric criteria. Whether you are a senior executive officer or one of the next twenty most highly compensated employees of the Company, and thus subject to this clawback provision, will be determined by reference to the definitions thereof contained in the IFR, as amended from time to time.

Recovery of Bonus, Incentive Compensation and Retention Award. Under the terms of the EESA Restrictions, the Company must ensure that any payment that is, or is in the nature of a bonus incentive compensation or retention award, made to a senior executive officer or the next twenty most highly compensated employees of the Company during the TARP Period is subject to a provision for recovery or “clawback” by the Company if the bonus payment was based on materially inaccurate financial statements (which includes, but is not limited to, statements of earnings, revenues, or gains) or any other potentially inaccurate performance metric criteria. Accordingly, any bonus, incentive compensation or retention award made to you during the TARP Period is subject to recovery or “clawback” by the Company if the payments were based on materially inaccurate financial statements (which includes but is not limited to statements of earnings, revenues, or gains) or any other materially inaccurate performance metric criteria. Whether you are a senior executive officer or one of the next twenty most highly compensated employees of the Company, and thus subject to this clawback provision, will be determined by reference to the definitions thereof contained in the IFR, as amended from time to time.. Xxxxx X. Xxxxx December 1, 2009 Page 2

Recovery of Bonus, Incentive Compensation and Retention Award. Under the terms of the EESA Restrictions, the Company must ensure that any payment that is, or is in the nature of a bonus incentive compensation or retention award, made to a senior executive officer or the next twenty most highly compensated employees of the Company during the TARP Period is subject to a provision for recovery or “clawback” by the Company if the bonus payment was based on materially inaccurate financial statements (which includes, but is not limited to, statements of earnings, revenues, or gains) or any other potentially inaccurate performance metric criteria. Accordingly, any bonus, incentive compensation or retention award made to you during the TARP Period is subject to recovery or “clawback” by the Company if the payments were based on materially inaccurate financial statements (which includes but is not limited to statements of earnings, revenues, or gains) or any other materially inaccurate performance metric criteria. Whether you are a senior executive officer or one of the next twenty most highly compensated employees of the Company, and thus subject to this clawback provision, will be determined by reference to the definitions thereof contained in the IFR, as amended from time to time.. Xxxxxxx X. Xxxxxx December 4, 2009 Page 2