Determination of Bonuses. After audited GAAP financial statements become available for the 2023 performance period, the Committee shall determine the extent to which the first 3 measurable performance factors have been achieved and take into consideration the President’s assessment of achievement towards goals and objectives of each participant and determine the bonus percentage for each Participant for 2023. The Committee shall certify such determination in writing. The Company’s independent auditors will also review the calculation of the bonus percentage for compliance with the details of this Program as part of the Company’s audited financial statements. For a Participant who is President, the CEO may make bonus payment adjustment recommendations up to 50% lower or higher than the calculated award. For Participants who are Executive Vice President and below, the President may make bonus payment adjustment recommendations up to 50% lower or higher than the calculated award. Such adjustments by the CEO or President shall be based on non-attainment or attainment of individual objectives or any other criteria they individually deem appropriate. The sum of all awards after adjustments of the CEO and President’s recommendations, if any, shall not exceed the sum of the calculated awards prior to such adjustment recommendations. Notwithstanding any contrary provision of the Program, the Committee, in its sole discretion, may increase, reduce, or eliminate the bonus payable to any Participant below that which otherwise would be payable under the Program formula.

Determination of Bonuses. Following the completion of each Performance Period, the Committee shall calculate the earned amount based upon each Participant’s Individual Target Award (such earned amount that the Committee determines to pay to a Participant for a Performance Period, a “Bonus”) based on the level of attainment of the Performance Goals or any other criteria as determined by the Committee in its sole discretion. The Committee has the sole discretion to determine whether all, any portion of or an amount greater than a Participant’s Individual Target Award shall be paid, and the specific amount, if any, to be paid to each Participant, subject in all cases to the terms, conditions and limits of this Plan. The Committee may, at any time, establish (and, once established, rescind, waive or amend) additional conditions and terms of payment of Individual Target Awards (including, but not limited to, the achievement of other financial, strategic or individual goals, which may be objective or subjective) as it may deem desirable in carrying out the purposes of this Plan.

Payment of Bonuses. Following the completion of each Performance Period, the Committee shall certify the level of attainment of the applicable Performance Measures for each Participant. Bonuses shall be paid to Participants in cash at a time determined by the Committee, but in no event later than two and one-half months after the end of the fiscal year in which the Performance Period ends. However, any Participant who is a participant in a deferred compensation plan may defer payment of his/her Bonus if and to the extent permissible under any such plan.

During the Term of Employment, the Employer shall pay the Executive a salary at an annual rate of U.S. ​ (​ (the Base Salary). The Base Salary will be payable in monthly installments of (​) ​ on the 1st day of each month commencing on the starting date of the Agreement.

Retention Bonuses Availability. In recognition of Executive’s continued service with Employer through and until the employment dates set forth below (the "Retention Periods") and in addition to Executive’s market-based, regular salary, the Employer is offering Executive retention bonuses in the amounts set forth below, less all applicable withholdings and deductions required by law (the "Retention Bonuses"). Executive will be eligible to receive one or both of the Retention Bonuses if all of the following eligibility criteria are satisfied:

Determination of Bonuses. Notwithstanding any provision herein to the contrary, with respect to each calendar quarter that relates to ​ (other than ​ 2024) and within ​ days after the end of such calendar quarter, as applicable, the Committee will conduct a hypothetical determination of the bonuses for purposes of the Program and in a manner reasonably consistent with [Article V], it being understood that # such hypothetical determination shall not be dependent on the availability of audited financial statements (the “Hypothetical Determination”), # the Committee may, in its discretion, rely on financial information in the then-most-recently available Form 10-Q filing of NWLGI, and # the Committee shall make appropriate adjustments to the performance factors to take into account the effects of the Abridged Period (e.g., if appropriate, the Committee could adjust the dollar figure thresholds in the Company Sales Component based on the Abridged Formula).

Each grant will specify the time and method of settlement as determined by the granting authority. Each grant, any portion of which is in bonus units, will specify as the regular time of settlement for that portion a settlement date, which may be accelerated to an earlier time specified in the award instrument.

if a third party having knowledge of the relevant performance results could calculate the amount to be paid to the Participant. The Committee may establish any number of Performance Periods, objectives and Bonuses for any Participant running concurrently, in whole or in part, provided, that in so doing the Committee does not jeopardize the Company’s deduction for such Bonuses under IRC [Section 162(m)].

Performance Bonuses and Incentive Compensation. Employee may receive performance bonuses and other incentive compensation based upon the recommendations and approval, and subject to the sole discretion, of the Board.

Clawback Policy. The Bonuses granted under this Plan are subject to the terms of the Company’s recoupment, clawback or similar policy as it may be in effect from time to time, as well as any similar provisions of applicable law, any of which could in certain circumstances require repayment or forfeiture of Bonuses or any shares of common stock or other cash or property received with respect to Bonuses (including any value received from a disposition of shares of common stock acquired upon payment of Bonuses).