Common use of Termination of Restricted Units Clause in Contracts

Termination of Restricted Units. The period of performance covered by this award shall be from the date of this Agreement until the last day of the Company's fiscal year 2007 (the "Performance Period"). Unless otherwise terminated or converted into Common Stock in accordance with Appendix A, the Restricted Units shall terminate and become null and void ninety (90) days after the expiration of the Performance Period. Upon the termination of Grantee's employment relationship with the Corporation for any reason (except as otherwise set forth below), any Restricted Units for which the restrictions have not lapsed shall terminate. Upon termination of Grantee's employment as a result of Board approved retirement (consistent with the Corporation's policies regarding retirement), permanent disability (as determined by the Board consistent with the Corporation's disability plan) or death ("Qualified Reason"), the restrictions may lapse with respect to, at a maximum, the number of Restricted Units granted to Grantee, divided by the number of weeks in the Performance Period, multiplied by the number of weeks employed during the Performance Period prior to Grantee's termination for a Qualified Reason (the "Pro Rata Units"); provided, however, that the restrictions shall lapse with respect to the Pro Rata Units only in accordance with the Company's achievement of the performance targets provided in Appendix A through the end of the fiscal year in which the Qualified Reason occurs, as described on Appendix A. The terms of this Section 5 shall apply notwithstanding any provision to the contrary in the Grantee's 2002 Employment Agreement and shall supersede any provision for the accelerated vesting of Stock Awards upon death, disability, termination without cause or resignation for good reason set forth in such Employment Agreement. The Grantee's transfer within the Corporation or any of its subsidiaries shall not be deemed to be a termination of the employment.

Termination of Restricted Units. The period of performance covered by this award shall be from the date of this Agreement January 1, 2010 until the last day of the Company's fiscal year 2007 December 31, 2012 (the "“Performance Period"”). Unless otherwise terminated or converted into Common Stock in accordance with Appendix AA at the end of each of the Company’s fiscal years during the Performance Period, the Restricted Units with respect to which restrictions may lapse during each such fiscal year shall terminate and become null and void ninety (90) 90 days after the expiration end of the Performance Periodeach such fiscal year. Upon the termination of the Grantee's ’s employment relationship with the Corporation Company for any reason (except as otherwise set forth belowprovided in the next sentence), any Restricted Units for which the restrictions have not lapsed shall terminate. Upon In the event of a termination of the Grantee's ’s employment as a result of Board approved retirement Disability, death or termination of the Grantee’s employment by the Company without Cause (consistent with the Corporation's policies regarding retirement“Qualified Termination”), permanent disability (as determined by the Board consistent with the Corporation's disability plan) or death ("Qualified Reason"), the restrictions may lapse with respect to, at a maximum, the number of Restricted Units granted to Grantee, divided by the number of weeks in the Performance Period, multiplied by the number of weeks employed during the Performance Period prior to Grantee's termination for a Qualified Reason (the "Pro Rata Units"); provided, however, that the restrictions shall lapse with respect to the Pro Rata a number of Restricted Units only determined in accordance with the Company's ’s achievement of the performance targets provided in Appendix A through the end of the fiscal year in which the Qualified Reason Termination occurs, as described on Appendix A. The terms A, further multiplied by a fraction, the numerator of this Section 5 which shall apply notwithstanding any provision to be the contrary number of weeks in such fiscal year in which the Grantee was employed by the Company and the denominator of which shall be 52. Notwithstanding the preceding sentence, no Restricted Units will vest if the Grantee's 2002 Employment Agreement and shall supersede any provision for the accelerated vesting ’s termination of Stock Awards upon death, disability, termination without cause or resignation for good reason set forth in such Employment Agreementemployment occurs during 2009. The Grantee's ’s transfer within the Corporation Company or any of its subsidiaries shall not be deemed to be a termination of employment. Notwithstanding anything herein to the employmentcontrary or in any Employment Agreement with any Grantee which provides for accelerated vesting of such Grantee’s equity awards in the event of certain types of terminations of such Grantee’s employment relationship with the Company (such as, for example, termination without cause by the employer or termination for good reason by the Grantee), the treatment of any Restricted Units granted under this Agreement shall be governed solely by the terms hereof and not by the terms of such Employment Agreement. In consideration of the opportunity to receive Restricted Units under this Agreement, any such Employment Agreement shall be deemed amended to the extent necessary to effect the provisions of this Section 5.

Termination of Restricted Units. The period of performance covered by this award shall be from the date last day of this Agreement the Company's fiscal year 2005 until the last day of the Company's fiscal year 2007 2010 (the "Performance Period"). Unless otherwise terminated or converted into Common Stock in accordance with Appendix A, the Restricted Units shall terminate and become null and void ninety (90) days after the expiration of the Performance Period. Upon the termination of Grantee's employment relationship with the Corporation for any reason (except as otherwise set forth below), any Restricted Units for which the restrictions have not lapsed shall terminate. Upon termination of Grantee's employment as a result of Board approved retirement (consistent with the Corporation's policies regarding retirement), permanent disability (as determined by the Board consistent with the Corporation's disability plan) or death ("Qualified Reason"), the restrictions may lapse with respect to, at a maximum, the number of Restricted Units granted to Grantee, divided by the number of weeks in the Performance Period, multiplied by the number of weeks employed during the Performance Period prior to Grantee's termination for a Qualified Reason (the "Pro Rata Units"); provided, however, that the restrictions shall lapse with respect to the Pro Rata Units only in accordance with the Company's achievement of the performance targets provided in Appendix A through the end of the fiscal year in which the Qualified Reason occurs, as described on Appendix A. The terms of this Section 5 shall apply notwithstanding any provision to the contrary in the Grantee's 2002 Employment Agreement and shall supersede any provision for the accelerated vesting of Stock Awards upon death, disability, termination without cause or resignation for good reason set forth in such Employment Agreement. The Grantee's transfer within the Corporation or any of its subsidiaries shall not be deemed to be a termination of the employment.

Termination of Restricted Units. The period of performance covered by this award shall be from the date of this Agreement until the last day of the Company's ’s fiscal year 2007 (the "“Performance Period"”). Unless otherwise terminated or converted into Common Stock in accordance with Appendix A, the Restricted Units shall terminate and become null and void ninety (90) days after the expiration of the Performance Period. Upon the termination of Grantee's ’s employment relationship with the Corporation for any reason (except as otherwise set forth below), any Restricted Units for which the restrictions have not lapsed shall terminate. Upon termination of Grantee's ’s employment as a result of Board approved retirement (consistent with the Corporation's ’s policies regarding retirement), permanent disability (as determined by the Board consistent with the Corporation's ’s disability plan) or death ("“Qualified Reason"”), the restrictions may lapse with respect to, at a maximum, the number of Restricted Units granted to Grantee, divided by the number of weeks in the Performance Period, multiplied by the number of weeks employed during the Performance Period prior to Grantee's ’s termination for a Qualified Reason (the "“Pro Rata Units"”); provided, however, that the restrictions shall lapse with respect to the Pro Rata Units only in accordance with the Company's ’s achievement of the performance targets provided in Appendix A through the end of the fiscal year in which the Qualified Reason occurs, as described on Appendix A. The terms of this Section 5 shall apply notwithstanding any provision to the contrary in the Grantee's ’s 2002 Employment Agreement and shall supersede any provision for the accelerated vesting of Stock Awards upon death, disability, termination without cause or resignation for good reason set forth in such Employment Agreement. The Grantee's ’s transfer within the Corporation or any of its subsidiaries shall not be deemed to be a termination of the employment.