Common use of Death While an Employee Clause in Contracts

Death While an Employee. In the event that Grantee dies while an employee of the Corporation and prior to the regularly scheduled award date for non-exceptional circumstances in early 2011 and the Grant remains outstanding pursuant to Section 4.2, PNC will present information to the Committee for purposes of this Section 5.1 on the following basis: (i) the applicable performance measurement date will be the earlier of the last day of the year in which the death occurred and December 31, 2010; (ii) the applicable Performance Period will be the period commencing on January 1, 2008 and ending on the applicable performance measurement date, and will consist of the one, two or three full years, as the case may be, in that period; (iii) the applicable Final Potential Payout Percentage will be a Limited-Period Final Potential Payout Percentage and will be the percentage that is the average of the Annual Potential Payout Percentages for the full years in the applicable Performance Period specified above, but in no event greater than 200%; (iv) the applicable Calculated Maximum Potential Payout Amount will be the number of Share Units equal to (x) the applicable Limited-Period Final Potential Payout Percentage of the Target Share Units, then (y) prorated (as defined in Section 14.40) based on the number of full years in the applicable Performance Period specified above, including the year of death if prior to 2011; and (v) the scheduled award-determination period will occur during the year immediately following the year in which Gr▇▇▇▇▇ ▇ied (i.e., early in 2009, 2010, or 2011, as the case may be) unless Grantee dies after December 31, 2010 but prior to the award date, in which case the scheduled award-determination period will occur in 2011.

Death While an Employee. In the event that Grantee dies while an employee of the Corporation and prior to the regularly scheduled award date for non-exceptional circumstances in early 2011 2015 and the Grant remains 2012 Incentive Performance Units remain outstanding pursuant to Section 4.2, PNC will present information to the Compensation Committee for purposes of this Section 5.1 on the following basis: (i) the applicable performance measurement date will be the earlier of the last day of the calendar year in which the death occurred and December 31, 20102014; (ii) the applicable overall Performance Period will be the period commencing beginning on January 1, 2008 2012 and ending on the December 31st that is the applicable performance measurement date, and will consist of the one, two or three full yearscalendar year covered annual performance periods (for 2012, or for 2012 and 2013, or for 2012, 2013 and 2014, as the case may be, ) in that period; (iii) the applicable Final Potential Payout Percentage will be a Limited-Period Final Potential Payout Percentage and will be the percentage that is equal to the average of Risk Performance Factor applied to the Annual Potential Payout Percentages Corporate Performance Factor, calculated as set forth in Section 15.50 and Section 15.21, respectively, with respect to or for the one, two or three full years calendar year covered annual performance measurement periods, as the case may be, in the applicable overall Performance Period specified above, above but in no event resulting in a Risk Performance Factor of greater than 200100.00% or less than 0.00% or a Corporate Performance Factor of greater than 200.00%; (iv) the applicable Calculated Maximum Potential Payout Amount will be the number of Share Units equal to (x) the applicable Limited-Period Final Potential Payout Percentage of the Adjusted Target Share Units, with dividend adjustments to the Target Share Units calculated through the December 31st that is the applicable performance measurement date, then (y) prorated (as defined in Section 14.4015.43) based on the number of full years quarters in the applicable overall Performance Period specified above, including through December 31st of the year of death if prior to 20112015; and (v) the scheduled award-determination period will occur during the year immediately following the year in which Gr▇▇▇▇▇▇▇ ▇ied died (i.e., early in 20092013, 20102014, or 20112015, as the case may be) unless Grantee dies after December 31, 2010 2014 but prior to the award date, in which case the scheduled award-determination period will occur in 20112015.