Common use of Repayment and Forfeiture Clause in Contracts

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, to either return to the Firm Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy withholding tax or other obligations as set forth in Paragraph 5(b), if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For the avoidance of doubt, the provisions of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares, without reduction for any amount applied to satisfy tax withholding or other obligations in respect of such payment. (b) If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, to either return to the Firm Restricted or repayment of Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts amount applied to satisfy tax withholding tax or other obligations as set forth in Paragraph 5(b)obligations, if the Committee determines that all the applicable terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For the avoidance of doubt, the provisions of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares, without reduction for any amount applied to satisfy tax withholding or other obligations in respect of such payment. (b) If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For Award (and, for the avoidance of doubt, the provisions shall include repayment of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares), without reduction for except that if the condition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the Fair Market Value of the Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For , except that if the avoidance of doubtcondition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the provisions of Section 2.5.3 Fair Market Value of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares, without reduction for Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, to either return to the Firm Short-Term Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy withholding tax or other obligations as set forth in Paragraph 5(b), if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For the avoidance of doubt, the provisions of Section 2.5.3 of the Plan apply to all amounts received under this Award, Award including all dividends received on Short-Term Restricted Shares, without reduction for any amount applied to satisfy tax withholding or other obligations in respect of such payment. (b) If and to the extent you forfeit any Short-Term Restricted Shares hereunder or are required to repay any amount in respect of a number of Short-Term Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) that were used to satisfy tax withholding for such Short-Term Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Short-Term Restricted Shares applied to tax withholding will be determined by multiplying the number of Short-Term Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Short-Term Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Short-Term Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, to either return to the Firm Restricted or repayment of Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts amount applied to satisfy tax withholding tax or other obligations as set forth in Paragraph 5(b)obligations, if the Committee determines that all the applicable terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For the avoidance of doubt, the provisions of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Short-Term Restricted Shares, without reduction for any amount applied to satisfy tax withholding or other obligations in respect of such payment. (b) If and to the extent you forfeit any Short-Term Restricted Shares hereunder or are required to repay any amount in respect of a number of Short-Term Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) that were used to satisfy tax withholding for such Short-Term Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Short-Term Restricted Shares applied to tax withholding will be determined by multiplying the number of Short-Term Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Short-Term Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Short-Term Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For , (and, for the avoidance of doubt, the provisions shall include repayment of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares), without reduction for except that if the condition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the Fair Market Value of the Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Short-Term Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For Award (and, for the avoidance of doubt, the provisions shall include repayment of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Short-Term Restricted Shares), without reduction for except that if the condition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the Fair Market Value of the Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) If and to the extent you forfeit any Short-Term Restricted Shares hereunder or are required to repay any amount in respect of a number of Short-Term Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Short-Term Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Short-Term Restricted Shares applied to tax withholding will be determined by multiplying the number of Short-Term Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Short-Term Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Short-Term Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Short-Term Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For , except that if the avoidance of doubtcondition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the provisions of Section 2.5.3 Fair Market Value of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares, without reduction for Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) If and to the extent you forfeit any Short-Term Restricted Shares hereunder or are required to repay any amount in respect of a number of Short-Term Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Short-Term Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Short-Term Restricted Shares applied to tax withholding will be determined by multiplying the number of Short-Term Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Short-Term Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Short-Term Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).

Repayment and Forfeiture. (a) The provisions of Section 2.5.3 2.5.2 of the Plan (which require Grantees, as determined by the Firm in its sole discretion, Grantees to either return repay to the Firm the value of Restricted Shares, or to pay to the Firm an amount equal to such Shares’ Fair Market Value (determined at the time such Restricted Shares became Vested or at the time the Transfer Restrictions were released, as applicable), in each case, without reduction for any amounts applied to satisfy related withholding tax or other obligations as set forth in Paragraph 5(b)tax, if the Committee determines that all terms and conditions of this Award Agreement were not satisfied) shall apply to this Award. For Award (and, for the avoidance of doubt, the provisions shall include repayment of Section 2.5.3 of the Plan apply to all amounts received under this Award, including all dividends received on Restricted Shares), without reduction for except that if the condition that was not satisfied would have resulted in the Transfer Restrictions not being removed, then the Fair Market Value of the Shares shall be determined as of the Transferability Date (or any amount applied to satisfy tax withholding or other obligations in respect of such paymentearlier date that the Transfer Restrictions were removed). (b) [If and to the extent you forfeit any Restricted Shares hereunder or are required to repay any amount in respect of a number of Restricted Shares pursuant to Paragraph 5(a), you also will be required to pay to the Firm, immediately upon demand therefor, an amount equal to the Shares’ Fair Market Value (determined as of the Date of Grant) of the number of Shares that were used to satisfy tax withholding for such Restricted Shares that are forfeited or subject to repayment pursuant to Paragraph 5(a). Such repayment amount for Restricted Shares applied to tax withholding will be determined by multiplying the number of Restricted Shares that were used to satisfy withholding taxes related to this Award (the “Tax Withholding Shares”) by a fraction, the numerator of which is the number of Restricted Shares you forfeited (or with respect to which repayment is required) and the denominator of which is the number of Restricted Shares that comprised the Award (reduced by the Tax Withholding Shares).]