Common use of Share Appreciation Rights Clause in Contracts

Share Appreciation Rights. As of the Effective Time, and as determined by the LGP Board pursuant to its authority granted under the applicable share incentive plan of LGP, each LiLAC SAR (whether unvested, partially vested or fully vested) outstanding at the Effective Time (each such LiLAC SAR, an “Outstanding LiLAC SAR”) will automatically be cancelled and replaced with a share appreciation right with respect to the same number and class of Splitco Common Shares (a “Splitco SAR”) as the number and class of shares subject to the Outstanding LiLAC SAR. Except as described herein, all other terms of the Splitco SARs (including the per-share base price and the vesting terms thereof) will, in all material respects, be the same as those of the corresponding Outstanding LiLAC SARs; provided, that the terms and conditions of exercise of the Splitco SARs shall in any event be determined in a manner consistent with Section 409A of the Code.