Common use of Performance Penalties and Incentives Clause in Contracts

Performance Penalties and Incentives. (a) In addition to the remedies set forth in Section 11.3 above, for every [***] that Fidelity fails to meet the Performance Standards in Sections 11.1 or 11.2 over a [***] average, Fidelity agrees to credit Customer with an amount equal to [***]. (b) Conversely, Customer agrees that Fidelity shall accrue incentive credits for exceeding the Performance Standards. For every [***] that Fidelity exceeds the Performance Standards in section 11.1 or 11.2 over a [***] average, Fidelity shall accrue a credit in the amount equal to [***], which accrued incentive credit shall be applied only against future penalties which Fidelity may be required to pay Customer for failure to meet Performance Standards. (c) Incentives shall not be computed for exceeding Performance Standards for on-time delivery of Customer’s output set forth in Section 11.1 or on-line up-time set forth in Section 11.2 until Fidelity’s performance exceeds a [***] rolling average of [***]. [***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended FIDELITY INFORMATION SERVICES, INC. SOFTWARE LICENSE SCHEDULE COMMENCEMENT DATE The Commencement Date is the date that the Software identified in this Schedule is delivered to Customer, which in no event shall occur earlier than the Commencement Date as provided in the Core Service Bureau Processing Schedule. This Schedule together with any attachments and/or exhibits hereto, the General Terms and Conditions to be signed concurrently with this Schedule (“General Terms”), and any written modifications thereto signed and agreed to by Fidelity Information Services, Inc. (“Fidelity”) and Placer Sierra Bank (“Customer”) from time to time hereafter shall be referred to as the “Software License Agreement” or “Agreement”.

Performance Penalties and Incentives. (a) In addition to the remedies set forth in Section 11.3 above, for every [***] that Fidelity fails to meet the Performance Standards in Sections 11.1 or 11.2 over a [***] average, Fidelity agrees to credit Customer with an amount equal to [***]. (b) Conversely, Customer agrees that Fidelity shall accrue incentive credits for exceeding the Performance Standards. For every [***] that Fidelity exceeds the Performance Standards in section 11.1 or 11.2 over a [***] average, Fidelity shall accrue a credit in the amount equal to [***], which accrued incentive credit shall be applied only against future penalties which Fidelity may be required to pay Customer for failure to meet Performance Standards. (c) Incentives shall not be computed for exceeding Performance Standards for on-time delivery of Customer’s output set forth in Section 11.1 or on-line up-time set forth in Section 11.2 until Fidelity’s performance exceeds a [***] rolling average of [***]. [***] Represents material which has been redacted and filed separately with the Commission pursuant to a request for confidential treatment pursuant to Rule 406 of the Securities Act of 1933, as amended FIDELITY INFORMATION SERVICES, INC. SOFTWARE LICENSE SCHEDULE COMMENCEMENT DATE The Commencement Date is the date that the Software identified in this Schedule is delivered to Customer, which in no event shall occur earlier than the Commencement Date as provided in the Core Service Bureau Processing Schedule. This Schedule together with any attachments and/or exhibits hereto, the General Terms and Conditions to be signed concurrently with this Schedule (“General Terms”), and any written modifications thereto signed and agreed to by Fidelity Information Services, Inc. (“Fidelity”) and Placer Sierra Bank (“Customer”) from time to time hereafter shall be referred to as the “Software License Agreement” or “Agreement”.