During the Term, Executive will not receive any new grants of long-term incentive (“LTI”) awards. During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in LTI awards previously granted to Executive under the Company’s stock incentive plans (each, a “Plan,” and collectively, the “Plans”) in accordance with, and subject to the terms of, the terms of those Plans and any applicable agreements.

Annual Incentive. During 2019 and each full year of the Scheduled Term thereafter, you will be eligible to participate in the Company’s short-term variable pay plan for its management level employees, currently known as Executive Compensation for Excellence and Leadership (“EXCEL”) (your “Annual Incentive”); provided, however, that you must be employed and not have given notice or received notice of termination at the time your Annual Incentive is paid to be eligible to receive such Annual Incentive. Your annual target award under the EXCEL plan will be determined in accordance with your Schedule. Any actual award under the EXCEL plan in a given annual performance period will depend upon performance against corporate goals selected by management and approved by the Committee and will be paid in the discretion of the Committee. The terms of the EXCEL plan itself govern and control all interpretations of the plan. The Annual Incentive, if any, will be payable in accordance with the terms and conditions of the EXCEL plan. For the avoidance of doubt, if you have been terminated for any reason, given notice of your resignation or received notice of termination prior to the date on which any Annual Incentive is paid you shall automatically forfeit such Annual Incentive.

Executive will be entitled to a long-term incentive (“LTI”) grant in January 2020 (the “January 2020 LTI Grant”) the target LTI dollar value of which will be equal to 100% of Executive’s aggregate LTI target dollar grant in January 2019, and will vest, if at all, only after a three-year performance period. Following that award, Executive will not receive any other new grants of LTI awards. During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in the 2020 LTI Grant and LTI awards previously granted to Executive under the Company’s stock incentive plans (each, a “Plan,” and collectively, the “Plans”) in accordance with, and subject to the terms of, the terms of those Plans and any applicable agreements.

Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to: # two times the average of the annual bonuses paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (or, for any such complete fiscal year for which the Executive was not paid an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) (the “Average Bonus”), plus # if the Date of Termination is not the last day of a fiscal year, a prorated bonus payment equal to the Average Bonus multiplied by a fraction, the numerator of which is the number of days which have elapsed in the fiscal year in which the Date of Termination occurs and the denominator of which is the total number of days in such fiscal year.

Annual Incentive. During the Term, you will be eligible to participate in the Company’s Executive Incentive Plan (the “EIP”) as in effect from time to time. Under the EIP, you will have the opportunity to earn an annual target cash bonus of 30% of your Base Salary (based on market data and as approved by the Board or a committee thereof) based upon your achievement of applicable performance objectives as determined in the sole discretion of the Board or a committee thereof.

During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in stock options and performance share units (“PSUs”) previously granted to Executive under the Company’s stock incentive plans in accordance with the terms of those plans and any applicable agreement.

Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to the greater of # two times the Executive’s target bonus as of the Date of Termination or # two times the average of the annual bonus paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (for any such complete fiscal year for which the Executive was not eligible for an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) ((i) or (ii), the “Applicable Bonus”).

Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to: # two times the average of the annual bonuses paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (or, for any such complete fiscal year for which the Executive was not paid an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) (the “Average Bonus”), plus # if the Date of Termination is not the last day of a fiscal year, a prorated bonus payment equal to the Average Bonus multiplied by a fraction, the numerator of which is the number of days which have elapsed in the fiscal year in which the Date of Termination occurs and the denominator of which is the total number of days in such fiscal year.

Pursuant to the Stock Incentive Plan, the Executive shall receive, effective as of the Effective Date, a one-time initial award (the "Initial LTIP Grant") of RSRs and PSUs comprised of the following:

Incentive Plans. You shall not be eligible to participate in or receive any new awards with respect to any annual and long-term incentive plans or programs during the Renewed Employment Period; provided, however, that you will remain eligible for payment related to the bonus for the 2020 Award Year pursuant to the terms and conditions of the Company’s Annual Incentive Plan. You will also remain eligible for continued vesting and settlement of outstanding equity awards granted under the Company’s 2019 Long-Term Incentive Plan and 2014 Long-Term Incentive Plan (the “LTI Plans”), pursuant to the terms and conditions of the applicable award agreements and LTI Plans.