Common use of Form of Payment and Vesting Clause in Contracts

Form of Payment and Vesting. The Performance Award shall represent the right to receive, on the first business day following the end of the Performance Period (as defined on Exhibit A), a number of shares of Company Stock equal to a multiple of the Total Target Performance Award (as set forth above), as determined in accordance with Exhibit A. Fifty percent (50%) of the Performance Award shall be eligible to be earned based on the Company’s total shareholder return (the “TSR Stock Award”) and 50% of the Performance Award shall be eligible to be earned based on Company net sales (the “Net Sales Stock Award”), in each case, as described on Exhibit A and, except as provided in Section 7 of the Plan or Paragraph 4 of this Award Agreement, provided that the Participant is employed by the Company through the last day of the Performance Period. Notwithstanding the above, earned shares of Company Stock shall be treated as delivered on the first business day following the last day of the Performance Period (the “Delivery Date”) provided that they are delivered on a date following the Delivery Date that is in the same calendar year as the Delivery Date or, if later, by the fifteenth day of the third calendar month following the Delivery Date. Any portion of the Performance Award that could have been earned in accordance with the provisions of Exhibit A that is not earned as of the last day of the Performance Period shall be immediately forfeited on the last day of the Performance Period.