Annual LTIP PSU Award. For each fiscal year of the Company, the Annual LTIP PSU Award with respect to each Participant # shall vest based on performance criteria determined by the Committee and set forth in the Award Agreement, which criteria may include (without limitation) targeted or growth of revenue, cash flow, earnings per share, earnings before one or more of interest, taxes, depreciation, and amortization, return on equity, income or net income, operating income or net operating income, gross margin, operating margin, or profit margin; # shall provide a target percentage range for the actual number of LTIP PSUs that may become vested, based on the level of achievement of the foregoing or other performance measure(s), as determined by the Committee; # may provide that the payout based on the actual number of LTIP PSUs be modified based on performance criteria determined by the Committee; and # have such other terms and conditions as shall be set forth in the applicable Award Agreement approved by the Committee.

Annual LTIP RSU Award. For each fiscal year of the Company, except as otherwise determined by the Committee and set forth in the Applicable Award Agreement, the Annual LTIP RSU Award with respect to each Participant # shall vest as to one-fourth of the shares of Common Stock subject to such Annual LTIP RSU Award on each of the first four anniversaries of the Grant Date, subject to the Participant’s continued employment with the Company through the applicable vesting date (except as may be otherwise provided in the Award Agreement), and # shall have such other terms and conditions as shall be set forth in the applicable Award Agreement approved by the Committee.

New Hires and Promotions. For new hires and promotions of individuals, Annual LTIP RSU Awards, Annual LTIP PSU Awards and/or Annual LTIP Option Awards shall be made based on the determination of the Committee upon the recommendation of the CEO as to # whether or not the individual will participate in the LTIP during the year of hire or promotion, # the applicable Aggregate Target Value, # whether or not the Aggregate Target Value shall be prorated based on the hiring or promotion date of such individual, # whether or not the Aggregate Target Value shall be reduced by any other award made to such individual during the applicable year (e.g., a previous annual award or a new hire recruitment award), # the actual number of LITP RSU Awards, LTIP PSU Awards and/or Annual LTIP Option Awards to be granted, and # the first vesting date for any Annual LTIP RSU Award or Annual LTIP Option Award.

Annual Equity Grants. Each fiscal year of the Company, with respect to each Executive Participant other than the CEO, # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP RSU Award”) in the form of restricted stock units with time-based vesting requirements, paid out in shares of the Company’s Common Stock (the “LTIP RSUs”), # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP PSU Award”) in the form of restricted stock units with performance-based vesting requirements, paid out in shares of the Company’s Common Stock (the “LTIP PSUs”), and # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP Option Award”) in the form of nonqualified stock options with time-based vesting requirements (“LTIP Options”). Each fiscal year of the Company, with respect to the CEO, # 25% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP RSU Award in the form of LTIP RSUs, # 50% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP PSU Award in the form of LTIP PSUs, and # 25% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP Option Award in the form of LTIP Options. Each fiscal year of the Company, with respect to each Other Participant, 100% of the Participant’s Aggregate Target Value shall be granted as an Annual LTIP RSU Award in the form of LTIP RSUs.

PSU Award Severance. Employee’s Awards that will remain eligible to vest as Performance Award Severance are those performance-based restricted stock unit Awards (“PSUs”) set forth in [Schedule A] attached hereto.

Annual Award. On the first Trading Day immediately following each Annual Meeting of the Company’s stockholders (an “Annual Meeting”) that occurs after the Effective Date, each Outside Director who has been serving as an Outside Director for at least six (6) months as of the date of such Annual Meeting automatically will be granted an award of Options (an “Annual Award”) to purchase a number of Shares having a Value of ​, with any resulting fraction rounded down to the nearest whole Share. Each Annual Award will be scheduled to vest on the earlier of # the one-year anniversary of the date the Annual Award is granted or # the day prior to the date of the Annual Meeting next following the date the Annual Award is granted, in each case, subject to the Outside Director continuing to be Service Provider through the applicable vesting date.

ANNUAL AWARD. The Committee shall establish the amount of the annual award or awards to be granted to each Participant. These awards will be granted for attainment of annual, calendar year, goals. Any annual awards made to Participants under the Plan will be performance-based compensation to the maximum extent possible subject to the attainment of pre-established objective performance goals established by the Committee.

LTIP. “LTIP” means the ​ Long Term Incentive Plan.

Long Term Incentive Award (“LTIP Award”). You will be eligible to participate in the Company’s annual long-term incentive equity grant program with a targeted grant fair value of ​. For the performance year ​, you will receive a pro-rated targeted grant fair value of ​, which will be approved and granted at the first meeting of the Management Development and Compensation Committee after the Effective Date, and will be delivered 50% in Performance Stock Units (based on a Monte Carlo calculation), 30% in Stock Options (based on a Black Scholes methodology), and 20% in Restricted Stock Units ( based on the 30 day average prior to and including the grant date). All LTIP Awards will be governed by the terms and conditions consistent with awards made to other similarly situated officers of the Company.

The LTIP, your eligibility for participation in the LTIP, and all LTIP awards, including annual awards and the Welcome Aboard Award, shall be subject to the discretion and approval of the Compensation Committee, the terms and conditions of the Company’s Omnibus Incentive Plan, as amended from time to time, and any award agreement issued to you in connection with the grant of an LTIP award.