Common use of Total Shareholder Return Relative to the S&P 500 or Clause in Contracts

Total Shareholder Return Relative to the S&P 500 or. “TSR” is the percentile performance of the Company as compared to the other S&P 500 Companies for the Performance Period. For these purposes: i. S&P 500 Companies means all of the entities listed on the Standard & Poor’s 500 Composite Index, including the Company, on the date which is 30 trading days prior to the commencement of the Performance Period, with the following modifications: A. except as provided in paragraph 2.d.i.B. below, only those entities that continue to trade throughout the Performance Period without interruption on a National Exchange shall be included; and B. any such entity that files for bankruptcy (“Bankrupt Peer”) during the Performance Period shall continue to be included.

Total Shareholder Return Relative to the S&P 500 or. “TSR” is the percentile performance of the Company as compared to the other S&P 500 Companies for the Performance Period. For these purposes: : i. S&P 500 Companies means all of the entities listed on the Standard & Poor’s 500 Composite Index, including the Company, on the date which is 30 trading days prior to the commencement of the Performance Period, with the following modifications: : A. except as provided in paragraph 2.d.i.B. below, only those entities that continue to trade throughout the Performance Period without interruption on a National Exchange shall be included; and and B. any such entity that files for bankruptcy (“Bankrupt Peer”) during the Performance Period shall continue to be included. For these purposes “National Exchange” shall mean a securities exchange that has registered with the SEC under Section 6 of the Securities Exchange Act of 1934.