Common use of Vesting of the RSUs Clause in Contracts

Vesting of the RSUs. Subject to the other provisions of this Section 2, the RSUs shall vest in accordance with the Vesting Table set forth in the Notice of Grant (the “Vesting Table”) as of the vesting dates shown in the Vesting Table (the “Vesting Dates”). The vesting of the RSUs eligible for vesting as of each Vesting Date shall be subject to the achievement of performance criteria as determined by the Board after reasonable consultation with the Participant. Within 90 days after the first day of the year in which each Vesting Date occurs (or, in the case of the December 31, 2013 Vesting Date, within 90 days after the Grant Date of the RSU), the Company shall notify the Participant of the performance criteria applicable with respect to such Vesting Date. Following each Vesting Date, the Board shall determine the number of RSUs eligible for vesting as of such Vesting Date that have vested based on satisfaction of the applicable performance criteria. The Board shall have the discretion to determine (i) that, based on the satisfaction of such criteria, all, none or any portion of the RSUs eligible for vesting have vested and (ii) that RSUs eligible for vesting have vested notwithstanding that applicable performance criteria have not been satisfied. On or prior to March 15 of the year immediately following the year in which each Vesting Date occurs, the Company will issue to the Participant, in certificated or uncertificated form, such number of Shares as is equal to the number of RSUs that vested on such Vesting Date and shall deliver such Shares to the Participant, or to the broker designated by the Participant. Any RSUs eligible for vesting as of a particular Vesting Date that do not vest shall be automatically forfeited.

Vesting of the RSUs. Subject to the other provisions of this Section 2, the maximum number of RSUs that shall vest in accordance with on a particular date (the “Vesting Date”) are set forth on the Vesting Table set forth in the Notice of Grant (the “Vesting Table”) as of the vesting dates shown in the Vesting Table (the “Vesting Dates”). The vesting of the RSUs eligible for vesting as of each Vesting Date shall be subject to the achievement of performance criteria as determined by the Board after reasonable consultation with the Participant. Within 90 days after the first day of the year in which each Vesting Date occurs (or, in the case of the December 31, 2013 2015 Vesting Date, within 90 days after the Grant Date of the RSU), the Company shall notify the Participant of the performance criteria applicable with respect to such Vesting Date. Following each Vesting Date, the Board shall determine the number of RSUs eligible for vesting as of such Vesting Date that have vested based on satisfaction of the applicable performance criteria. The Board shall have the discretion to determine (i) that, based on the satisfaction of such criteria, all, none or any portion of the Target RSUs eligible for vesting have vested, (ii) that, based on exceeding the applicable performance criteria, a number of RSUs equal to up to Maximum RSUs have vested and (iiiii) that RSUs eligible for vesting have vested notwithstanding that applicable performance criteria have not been satisfied. On or prior to March 15 of the year immediately following the year in which each Vesting Date occurs, the Company will issue to the Participant, in certificated or uncertificated form, such number of Shares as is equal to the number of RSUs that vested on such Vesting Date and shall deliver such Shares to the Participant, or to the broker designated by the Participant. Any RSUs eligible for vesting as of a particular Vesting Date that do not vest shall be automatically forfeited.