Adjustment of Awards upon the Occurrence of Certain Unusual or Nonrecurring Events. The Committee may make adjustments to the terms and conditions of, and the criteria included in, Awards in recognition of unusual or nonrecurring events affecting the Company, the Company’s financial statements, or changes in applicable laws, regulations, or accounting principles, whenever the Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the Plan, subject to review and approval by the Committee.

Adjustments. At any time prior to the payment of a Performance Unit Award, the Committee may adjust previously established performance targets or other terms and conditions of such Performance Unit Award, including the Company’s or another company’s financial performance for Plan purposes. Such adjustments shall be made to reflect major unforeseen events or changes in circumstances affecting the Company such as but not limited to changes in laws, regulations or accounting principles, mergers, acquisitions or divestitures, or other extraordinary, unusual, or nonrecurring items or events.

Adjustments. At any time prior to the payment of a Performance Unit Award, the Committee may adjust previously established performance targets or other terms and conditions of such Performance Unit Award, including the Company’s or another company’s financial performance for Plan purposes. Such adjustments shall be made to reflect major unforeseen events or changes in circumstances affecting the Company such as but not limited to changes in laws, regulations or accounting principles, mergers, acquisitions or divestitures, or other extraordinary, unusual, or nonrecurring items or events.

Adjustments for Extraordinary, Unusual or Nonrecurring Events. The Compensation Committee, in its sole discretion, may make adjustments in the terms and conditions of, and the Performance Goals included in, bonus awards granted under the 2022 Cash Incentive Program in recognition of extraordinary, unusual or nonrecurring events affecting any Participant, the Company or the financial statements of the Company (including, but not limited to: corporate transactions; restructuring and/or other nonrecurring charges; unusual, nonrecurring gain or loss; branch activity; and other business conditions); in the event of changes in applicable laws, regulations or accounting principles; or in the event that the Compensation Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the 2022 Cash Incentive Program. The Compensation Committee, in its sole discretion, may take into account the impact of such extraordinary, unusual or nonrecurring events (positive or negative) in determining a Participant’s relative achievement of the Performance Goals. The Compensation Committee may also adjust performance targets or bonus awards downward to avoid unwarranted windfalls. The Compensation Committee shall endeavor, but shall not be required, to apply equally to all Participants any such adjustments or determinations.

all extraordinary, unusual or nonrecurring cash expenses and charges for such period;

any extraordinary, unusual or nonrecurring cash gain,

Adjustments for Unusual or Nonrecurring Events. The Compensation Committee may make adjustments in the terms and conditions of, and the criteria included in, bonus awards under the 2018 Incentive Program in recognition of unusual or nonrecurring events affecting any Participant, the Corporation or the financial statements of the Corporation (including, but not limited to, acquisition transactions); in the event of changes in applicable laws, regulations or accounting principles; or in the event that the Compensation Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the 2018 Incentive Program. The Compensation Committee may also adjust performance targets or bonus awards downward to avoid unwarranted windfalls. Notwithstanding the foregoing, the Compensation Committee shall not have the discretion to increase any Award payable to a Participant in excess of that provided by the application of the terms and conditions set forth in [Schedule A] hereto.

Adjustments for Unusual or Nonrecurring Events. The Compensation Committee may make adjustments in the terms and conditions of, and the criteria included in, bonus awards under the 2020 Cash Incentive Program in recognition of unusual or nonrecurring events affecting any Participant, the Company or the financial statements of the Company (including, but not limited to, acquisition transactions); in the event of changes in applicable laws, regulations or accounting principles; or in the event that the Compensation Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the 2020 Cash Incentive Program. The Compensation Committee may also adjust performance targets or bonus awards downward to avoid unwarranted windfalls. Notwithstanding the foregoing, the Compensation Committee shall not have the discretion to increase any Award payable to a Participant in excess of that provided by the application of the Performance Goals.

Adjustments of Awards Upon the Occurrence of Certain Unusual or Nonrecurring Events. The Committee may make adjustments in the terms and conditions of Awards in recognition of unusual or nonrecurring events (including, without limitation, the events described in Section 4(c) hereof) affecting the Company, any Affiliate, or the financial statements of the Company or any Affiliate, or of changes in applicable laws, regulations, or accounting principles, whenever the Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits to be made available under the Plan.

Adjustments for Extraordinary, Unusual or Nonrecurring Events. The Compensation Committee, in its sole discretion, may make adjustments in the terms and conditions of, and the Performance Goals included in, bonus awards under the 2021 Cash Incentive Program in recognition of extraordinary, unusual or nonrecurring events affecting any Participant, the Company or the financial statements of the Company (including, but not limited to: corporate transactions; restructuring and/or other nonrecurring charges; unusual, nonrecurring gain or loss; branch activity; and other business conditions); in the event of changes in applicable laws, regulations or accounting principles; or in the event that the Compensation Committee determines that such adjustments are appropriate in order to prevent dilution or enlargement of the benefits or potential benefits intended to be made available under the 2021 Cash Incentive Program. The Compensation Committee, in its sole discretion, may take into account the impact of such extraordinary, unusual or nonrecurring events (positive or negative) in determining a Participant’s relative achievement of the Performance Goals. The Compensation Committee may also adjust performance targets or bonus awards downward to avoid unwarranted windfalls. The Compensation Committee shall endeavor, but shall not be required, to apply equally to all Participants any such adjustments or determinations.