Common use of Qualifying Disability Clause in Contracts

Qualifying Disability. In the event that Grantee became Disabled and ▇▇▇▇▇▇▇’s employment with the Corporation terminated prior to the day the Change of Control occurs but Grantee has met the conditions for a qualifying Disability termination set forth in Section 4.4 and the Performance Units have not been terminated by PNC prior to the Change of Control pursuant to Section 4.4 for Detrimental Conduct and are still outstanding as of the end of the day immediately preceding the day on which the Change of Control occurs such that Grantee remains eligible for an award, Grantee’s Final Award will be in the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(a), but substituting a Part B Award of zero Share Units for any Part B Award amount calculated pursuant to that section, had Grantee still been an employee of the Corporation as of the end of the day immediately preceding the day the Change of Control occurred. The scheduled award-determination period will occur as soon as practicable after the occurrence of the Change of Control. If ▇▇▇▇▇▇▇ died while qualified to receive an award and a Final Award determination (either to award a specified amount or not to authorize any award) was made by the Committee pursuant to Section 5.2 prior to the Change of Control, no further or different award determination will be made pursuant to this Section 6.1. If no such Final Award determination was made prior to the Change of Control, ▇▇▇▇▇▇▇’s Final Award (payable to ▇▇▇▇▇▇▇’s legal representative, as determined in good faith by the Committee, in accordance with Section 10) will be an award determined in accordance with Section 6.1(b) as if ▇▇▇▇▇▇▇ had died while an employee of the Corporation and prior to the Change of Control.

Qualifying Disability. In Except as set forth in the following paragraph, in the event that Grantee became Disabled and ▇▇▇▇▇▇▇’s employment with the Corporation is terminated by reason of Disability prior to the day the Change of Control occurs but Grantee has met the conditions for a qualifying Qualifying Disability termination set forth in Section 4.4 and the 2012 Performance Units have not been terminated by PNC prior to the Change of Control pursuant to Section 4.4 for Detrimental Conduct and are still outstanding as of the end of the day immediately preceding the day on which the Change of Control occurs such that Grantee ▇▇▇▇▇▇▇ remains eligible for an award, Grantee▇▇▇▇▇▇▇’s Final Award will be in the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(a), but substituting a including both the Part B A Award of zero Share Units for amount and any Part B Award amount calculated pursuant to that section, had Grantee still been an employee of the Corporation as of the end of the day immediately preceding the day the Change of Control occurred. The scheduled award-determination period will occur as soon as practicable after the occurrence of the Change of Control. If ▇▇▇▇▇▇▇ died while qualified eligible to receive an award as a Qualifying Disability Grantee and a Final Award determination (either to award a specified amount or not to authorize any award) was made by the Compensation Committee pursuant to Section 5.2 prior to the Change of Control, no further or different award determination will be made pursuant to this Section 6.1. If no such Final Award determination was made prior to the Change of Control, ▇▇▇▇▇▇▇’s Final Award (will be the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(b) had ▇▇▇▇▇▇▇ died at the same time but while an employee of the Corporation. ▇▇▇▇▇▇▇’s Final Award will be paid to ▇▇▇▇▇▇▇’s legal representative, as determined in good faith by the CommitteePNC, in accordance with Section 10) will be an award determined in accordance with Section 6.1(b) as if ▇▇▇▇▇▇▇ had died while an employee of the Corporation and prior to the Change of Control9.

Qualifying Disability. In Except as set forth in the following paragraph, in the event that Grantee became Disabled and ▇▇▇▇▇▇▇’s employment with the Corporation is terminated by reason of Disability prior to the day the Change of Control occurs but Grantee has met the conditions for a qualifying Qualifying Disability termination set forth in Section 4.4 and the 2012 Incentive Performance Units have not been terminated by PNC prior to the Change of Control pursuant to Section 4.4 for Detrimental Conduct and are still outstanding as of the end of the day immediately preceding the day on which the Change of Control occurs such that Grantee ▇▇▇▇▇▇▇ remains eligible for an award, Grantee▇▇▇▇▇▇▇’s Final Award will be in the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(a), but substituting a including both the Part B A Award of zero Share Units for amount and any Part B Award amount calculated pursuant to that section, had Grantee still been an employee of the Corporation as of the end of the day immediately preceding the day the Change of Control occurred. The scheduled award-determination period will occur as soon as practicable after the occurrence of the Change of Control. If ▇▇▇▇▇▇▇ died while qualified eligible to receive an award as a Qualifying Disability Grantee and a Final Award determination (either to award a specified amount or not to authorize any award) was made by the Compensation Committee pursuant to Section 5.2 prior to the Change of Control, no further or different award determination will be made pursuant to this Section 6.1. If no such Final Award determination was made prior to the Change of Control, ▇▇▇▇▇▇▇’s Final Award (will be the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(b) had ▇▇▇▇▇▇▇ died at the same time but while an employee of the Corporation. ▇▇▇▇▇▇▇’s Final Award will be paid to ▇▇▇▇▇▇▇’s legal representative, as determined in good faith by the CommitteePNC, in accordance with Section 10) will be an award determined in accordance with Section 6.1(b) as if ▇▇▇▇▇▇▇ had died while an employee of the Corporation and prior to the Change of Control.

Qualifying Disability. In the event that Grantee became Disabled and ▇▇▇▇▇▇▇’s employment with the Corporation terminated prior to the day the Change of Control occurs but Grantee has met the conditions for a qualifying Disability termination set forth in Section 4.4 and the Performance Units have not been terminated by PNC prior to the Change of Control pursuant to Section 4.4 for Detrimental Conduct and are still outstanding as of the end of the day immediately preceding the day on which the Change of Control occurs such that Grantee remains eligible for an award, Grantee’s Final Award will be in the amount of the award that would have been payable to Grantee pursuant to the calculations set forth in Section 6.1(a), but substituting a Part B Award of zero Share Units for any Part B Award amount calculated pursuant to that section, had Grantee still been an employee of the Corporation as of the end of the day immediately preceding the day the Change of Control occurred. The scheduled award-determination period will occur as soon as practicable after the occurrence of the Change of Control. If ▇▇▇▇▇▇▇ died while qualified to receive an award and a Final Award determination (either to award a specified amount or not to authorize any award) was made by the Committee pursuant to Section 5.2 prior to the Change of Control, no further or different award determination will be made pursuant to this Section 6.1. If no such Final Award determination was made prior to the Change of Control, ▇▇▇▇▇▇▇’s Final Award (payable to ▇▇▇▇▇▇▇’s legal representative, as determined in good faith by the Committee, in accordance with Section 109) will be an award determined in accordance with Section 6.1(b) as if ▇▇▇▇▇▇▇ had died while an employee of the Corporation and prior to the Change of Control.