Clawback/Recoupment. Notwithstanding any other provisions in this Agreement to the contrary, any compensation provided to, or gain realized by, Executive pursuant to this Agreement or any other agreement or arrangement with the Company shall be subject to repayment and/or forfeiture by Executive to the Company if and to the extent any such compensation or gain is or becomes subject to # a “clawback” policy adopted by the Board or the Committee that is applicable to Executive and other similarly situated executives, or # any law, rule, requirement or regulation which imposes mandatory recoupment or forfeiture, under circumstances set forth in such law, rule, requirement or regulation.

Clawback/Recoupment. Notwithstanding any other 1">provisions1">provision in this Agreement to the contrary, any compensation 3">provided to, or gain realized by,3">paid to Executive pursuant to this Agreement or any other agreement or arrangement with the Company shall be subject to 5">mandatory repayment7"> and/or forfeiture by Executive to the Company if and to the extent any such compensation 9">paid to Executive is, or 11">gain is or becomes11">in the future becomes, subject to # 13">a13">any “clawback” 15">policy adopted by the Board or 17">the Committee17">recoupment policy that is applicable to 19">Executive19">all senior executives of the Company and 21">other similarly situated executives,21">is limited to the recovery of incentive-based compensation which, as a result of an accounting restatement by the Company, is in excess of the compensation which should have been received by Executive, or # any law, rule, requirement or regulation which imposes mandatory 23">recoupment or forfeiture,23">recoupment, under circumstances set forth in such law, rule, requirement or regulation.