THE EXTENT TO WHICH THE CORRESPONDING PERFORMANCE
OBJECTIVES OR OTHER VESTING PROVISIONS HAVE BEEN ACHIEVED.
(E)
FORM AND TIMING OF PAYMENT OF PERFORMANCE
UNITS/SHARES. PAYMENT OF EARNED PERFORMANCE UNITS/SHARES WILL BE MADE AS SOON AS
PRACTICABLE AFTER THE EXPIRATION OF THE APPLICABLE PERFORMANCE PERIOD. THE
ADMINISTRATOR, IN ITS SOLE DISCRETION, MAY PAY EARNED PERFORMANCE UNITS/SHARES
IN THE FORM OF CASH, IN SHARES (WHICH HAVE AN AGGREGATE FAIR MARKET VALUE EQUAL
TO THE VALUE OF THE EARNED PERFORMANCE UNITS/SHARES AT THE CLOSE OF THE
APPLICABLE PERFORMANCE PERIOD) OR IN A COMBINATION THEREOF.
(F)
CANCELLATION OF PERFORMANCE UNITS/SHARES.
ON THE DATE SET FORTH IN THE AWARD AGREEMENT, ALL UNEARNED OR UNVESTED
PERFORMANCE UNITS/SHARES WILL BE FORFEITED TO THE COMPANY, AND AGAIN WILL BE
AVAILABLE FOR GRANT UNDER THE PLAN.
11.
PERFORMANCE GOALS. AWARDS OF RESTRICTED
STOCK, RESTRICTED STOCK UNITS, PERFORMANCE SHARES AND PERFORMANCE UNITS AND
OTHER INCENTIVES UNDER THE PLAN MAY BE MADE SUBJECT TO THE ATTAINMENT OF
PERFORMANCE GOALS RELATING TO ONE OR MORE BUSINESS CRITERIA WITHIN THE MEANING
OF SECTION 162(M) OF THE CODE AND MAY PROVIDE FOR A TARGETED LEVEL OR LEVELS OF
ACHIEVEMENT ("PERFORMANCE GOALS") INCLUDING ASSETS; BOND RATING; CASH FLOW; CASH
POSITION; EARNINGS BEFORE INTEREST AND TAXES; EARNINGS BEFORE INTEREST, TAXES,
DEPRECIATION AND AMORTIZATION; EARNINGS PER SHARE; ECONOMIC PROFIT; ECONOMIC
VALUE ADDED; EQUITY OR STOCKHOLDER'S EQUITY; GROWTH IN EARNINGS; GROWTH IN
REVENUE; MARKET SHARE; NET INCOME; NET PROFIT; NET SALES; NONINTEREST INCOME AS
PERCENT OF TOTAL INCOME; OPERATING EARNINGS; OPERATING INCOME; PROFIT BEFORE
TAX; RATIO OF DEBT TO DEBT PLUS EQUITY; RATIO OF OPERATING EARNINGS TO CAPITAL
SPENDING; RESULTS OF REGULATORY REVIEWS AND EXAMINATIONS; RETURN ON EQUITY;
RETURN ON NET ASSETS; RETURN ON SALES; REVENUE; SALES GROWTH; OR TOTAL RETURN TO
STOCKHOLDERS. ANY PERFORMANCE GOALS MAY BE USED TO MEASURE THE PERFORMANCE OF
THE COMPANY AS A WHOLE OR A BUSINESS UNIT OF THE COMPANY AND MAY BE MEASURED
RELATIVE TO A PEER GROUP OR INDEX. THE PERFORMANCE GOALS MAY DIFFER FROM
PARTICIPANT TO PARTICIPANT AND FROM AWARD TO AWARD. PRIOR TO THE DETERMINATION
DATE, THE ADMINISTRATOR WILL DETERMINE WHETHER ANY SIGNIFICANT ELEMENT(S) WILL
BE INCLUDED IN OR EXCLUDED FROM THE CALCULATION OF ANY PERFORMANCE GOAL WITH
RESPECT TO ANY
14
PARTICIPANT. IN ALL OTHER RESPECTS, PERFORMANCE GOALS WILL BE CALCULATED IN
ACCORDANCE WITH THE COMPANY'S FINANCIAL STATEMENTS, GENERALLY ACCEPTED
ACCOUNTING PRINCIPLES, OR UNDER A METHODOLOGY ESTABLISHED BY THE ADMINISTRATOR
PRIOR TO THE ISSUANCE OF AN AWARD, WHICH IS CONSISTENTLY APPLIED AND IDENTIFIED
IN THE FINANCIAL STATEMENTS, INCLUDING FOOTNOTES, OR THE MANAGEMENT DISCUSSION
AND ANALYSIS SECTION OF THE COMPANY'S ANNUAL REPORT.
12.
LEAVES OF ABSENCE. UNLESS THE ADMINISTRATOR
PROVIDES OTHERWISE, VESTING OF AWARDS GRANTED HEREUNDER WILL BE SUSPENDED DURING
ANY UNPAID LEAVE OF ABSENCE. A SERVICE PROVIDER WILL NOT CEASE TO BE AN EMPLOYEE
IN THE CASE OF (I) ANY LEAVE OF ABSENCE APPROVED BY THE COMPANY OR (II)
TRANSFERS BETWEEN LOCATIONS OF THE COMPANY OR BETWEEN THE COMPANY AND ITS
AFFILIATES. FOR PURPOSES OF INCENTIVE STOCK OPTIONS, NO SUCH LEAVE MAY EXCEED
NINETY (90) DAYS,