Common use of Lapse of Restrictions; Restricted Period Clause in Contracts

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A. (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit A), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date and [______________] (the “Vesting Date”). (ii) Except as set forth in Section 3, such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the Vesting Date based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100[__]% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and the [_______] anniversary of the Date of Grant (the “Vesting Date”), with the restrictions on the remaining [__]% of such Vesting Portion lapsing on the [_______] anniversary of the Date of Grant (the “Vesting Anniversary Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the Vesting Date (or the Anniversary Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 10050% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and [______________] Exhibit 10.20 (the “First Vesting Date”), with the restrictions on the remaining 50% of such Vesting Portion lapsing on [______________] (the “Second Vesting Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the First Vesting Date or the Second Vesting Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the First Vesting Date (or the Second Vesting Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A. (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit Exhibit 10.28 A), ) shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date and [______________] (the “Vesting Date”). (ii) Except as set forth in Section 3, such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the Vesting Date based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.). (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit A), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Restricted Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date follows: [NUMBER] shares on [FIRST VESTING DATE]; [NUMBER] shares on [SECOND VESTING DATE] and [______________NUMBER] shares on [THIRD VESTING DATE] (the each a “Vesting Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the applicable Vesting Date, as the case may be Date (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the applicable Vesting Date based on TSR performanceDate, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the applicable Vesting Date, Date be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A. (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit A), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date and [______________] (the “Vesting Date”). (ii) Except as set forth in Section 3, such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the Vesting Date based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.or

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such Exhibit 10.23 determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and [______________] the third anniversary of the Date of Grant (the “Vesting Date”). (ii) Except as set forth in Section 3, such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the Vesting Date based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________January 1, [ ] and ending on [______________December 31, [ ] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________March 15, [ ] (the date of such determination, the “Determination Date”). Restrictions with respect to 10050% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and [______________] the third anniversary of the Date of Grant (the “Vesting Date”), with the restrictions on the remaining 50% of such Vesting Portion lapsing on the fourth anniversary of the Date of Grant (the “Anniversary Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the Vesting Date (or the Anniversary Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A. (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] _ and ending on [______________] _ (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit A), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] _ (the date of such determination, the “Determination Date”). Restrictions with respect to 10050% of the related Vesting Portion of the Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date and [______________] the third anniversary of the Date of Grant (the “Vesting Date”), with the restrictions on the remaining 50% of such Vesting Portion lapsing on the fourth anniversary of the Date of Grant (the “Anniversary Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the Vesting Date (or the Anniversary Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date (or the Anniversary Date, as the case may be), be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A. (i) The Company’s total shareholder return (as defined in more detail on Exhibit A, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A to this Agreement (and using the methodology set forth on such Exhibit A), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A to determine the “Vesting Portion” (as defined on Exhibit A) of the Stock Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 10050% of the related Vesting Portion of the Stock Award set forth on Exhibit A shall lapse as of the later of the Determination Date and [______________] (the “First Vesting Date”), with the restrictions on the remaining 50% of such Vesting Portion lapsing on [______________] (the “Second Vesting Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the First Vesting Date or the Second Vesting Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock which does not vest as of the First Vesting Date (or the Second Vesting Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the First Vesting Date (or the Second Vesting Date, as the case may be), be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificates. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________] and ending on [______________] (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] (the date of such determination, the “Determination Date”). Restrictions with respect to 100% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and [______________] the anniversary of the Date of Grant (the “Vesting Date”), with the restrictions on the remaining % of such Vesting Portion lapsing on the anniversary of the Date of Grant (the “Anniversary Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the Vesting Date (or the Anniversary Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.

Lapse of Restrictions; Restricted Period. The restrictions set forth above shall lapse and the Restricted Stock LTIP Units shall become freely transferable (provided, provided that that such transfer is otherwise in accordance with federal and state securities laws) and non-forfeitable as set forth in this Section 2(b) and on Exhibit A.B. (i) The Company’s total shareholder return (as defined in more detail on Exhibit AB, “TSR”) over the period beginning on [______________] January 1, and ending on [______________] December 31, (the “Performance Period”), as calculated by comparison to the indices stipulated on Exhibit A B to this Agreement (and using the methodology set forth on such Exhibit AB), shall be compared to the threshold, target and maximum TSR hurdles set forth on Exhibit A B to determine the “Vesting Portion” (as defined on Exhibit AB) of the Stock LTIP Award as a percentage of the Target Award. Such calculations shall be determined by the Committee no later than [______________] March 15, (the date of such determination, the “Determination Date”). Restrictions with respect to 10050% of the related Vesting Portion of the Stock LTIP Award set forth on Exhibit A B shall lapse as of the later of the Determination Date and [______________] the third anniversary of the Date of Grant (the “Vesting Date”), with the restrictions on the remaining 50% of such Vesting Portion lapsing on the fourth anniversary of the Date of Grant (the “Anniversary Date”). (ii) Except as set forth in Section 3, each such lapse of restrictions shall occur only if the Recipient has remained employed by the Company through the Vesting Date or the Anniversary Date, as the case may be (the “Restricted Period”). The portion of the Restricted Stock LTIP Units which does not vest as of the Vesting Date (or the Anniversary Date, as the case may be) based on TSR performance, and any related accrued but unpaid dividends that are at that time subject to restrictions as set forth herein, shall, as of the Vesting Date, performance shall be forfeited to the Company without payment of any consideration by the Company, and neither the Recipient nor any of his or her successors, heirs, assigns or personal representatives shall thereafter have any further rights or interests in such shares of Restricted Stock or certificatesLTIP Units. (iii) In order to enforce the foregoing restrictions, the Committee may (A) require that the certificates representing the shares of Restricted Stock remain in the physical custody of the Company or in book entry until any or all of such restrictions expire or have been removed, and (B) cause a legend or legends to be placed on the certificates or book entry which make appropriate reference to the restrictions imposed under the Plan. (iv) All determinations with respect to the calculations pursuant to this Agreement shall be made in the sole discretion of the Committee.