Common use of Termination of Employment By Company By Reason of Participant’s Disability Clause in Contracts

Termination of Employment By Company By Reason of Participant’s Disability. Upon the termination of Participant’s employment by Company by reason of Participant’s Disability, the Forfeiture Restrictions on the Restricted Shares that have not lapsed prior to such termination of employment shall lapse. For purposes of this Agreement, “Disability” shall mean Participant becoming “permanently and totally disabled” within the meaning of Section 22(e)(3) of the Code or as otherwise determined by the Committee in its discretion. The Committee may require such proof of Disability as the Committee in its sole and absolute discretion deems appropriate, and the Committee’s determination as to whether Participant has incurred a Disability shall be final and binding on all parties concerned.