Final Compensation. Employee shall receive Employee’s final paycheck, less applicable withholdings, on Company’s next regularly scheduled payday following the Employment Termination Date, in accordance with Company’s regular payroll practices. Employee’s final paycheck will include payment of Employee’s base salary prorated through the Employment Termination Date, as well as payment for any accrued, unused vacation or paid leave owed to Employee as of the Employment Termination Date. Employee shall be reimbursed for all reasonable ordinary and necessary travel, entertainment, and other expenses incurred by the Employee in the performance of his duties and responsibilities for the Company; provided, that the Executive shall properly account for such expenses in accordance with the policies and procedures of the Company. The foregoing shall be paid and or reimbursed to Employee regardless of whether Employee executes this Agreement.

Final Compensation. As of the Termination Date, you will acknowledge that you have received pay for all work you performed for the Company or any of its Affiliates through the Termination Date, to the extent not previously paid, as well as pay, at your final base rate of pay, for any vacation days you had earned but not used as of the Termination Date, determined in accordance with Company policy and as reflected on the books of the Company as of the Termination Date. You acknowledge and agree that # such payments are in complete satisfaction of any and all compensation or benefits due to you from the Company or any of its Affiliates, whether for services provided to the Company or any of its Affiliates or otherwise, through the Termination Date and # except as expressly provided under this Severance and Consultancy Agreement, no further compensation, payments or benefits are owed or will be paid to you.

Business Expenses; Final Compensation. Mr. Haak acknowledges that he has been reimbursed by the Company for all business expenses incurred in conjunction with the performance of his employment and that no other reimbursements are owed to him. Mr. Haak further acknowledges that he has received all compensation due to him from the Company, including, but not limited to, all wages, bonuses and accrued, unused vacation time, and that he is not eligible or entitled to receive any additional payments or consideration from the Company, other than the Accrued Obligations and the Separation Benefits.

Business Expenses; Final Compensation. Mr. O’Donnell acknowledges that he has been reimbursed by the Company for all business expenses incurred in conjunction with the performance of his employment and that no other reimbursements are owed to him. Mr. O’Donnell further acknowledges that he has received all compensation due to him from the Company, including, but not limited to, all wages, bonuses and accrued, unused vacation time, and that he is not eligible or entitled to receive any additional payments or consideration from the Company, other than the Accrued Obligations and the Retirement Benefits.

with respect to the FAC Pension for any Participant, the annualized average of the Participant’s Compensation (as defined in [Section 2.12(a)]) for the sixty (60) calendar months immediately preceding his retirement, as determined by the Committee. In determining a Participant’s Final Average Compensation, the Committee may estimate the Participant’s incentive and/or profit sharing earnings with respect to his final year or partial year of employment. In such event, after the Participant’s actual Compensation is known, the amount of the Participant’s monthly FAC Pension shall be adjusted to reflect such actual Compensation at such time and in such manner as the Committee deems appropriate; and

Final Employment Compensation and Benefits. Except as expressly provided below, all compensation and benefits payable to Downing as an employee of [[Lindsay:Organization]] shall terminate on the Separation Date in accordance with the terms and conditions of the applicable policies, plans, and law. Downing’s final paycheck will be issued to Downing, less applicable withholdings, in accordance with [[Lindsay:Organization]]’s regular payroll practices and applicable law. Downing’s final paycheck will include payment of Downing’s accrued unused paid time off (“PTO”), if any, less applicable withholdings. If Downing is a participant in [[Lindsay:Organization]]’s 401(k) Plan (the “Plan”), Downing’s vested balance in the Plan shall be held, paid or rolled over pursuant to the terms of the Plan and applicable law. Downing acknowledges and agrees that, except as expressly set forth in this Agreement, Downing is not entitled to any additional amounts from [[Lindsay:Organization]] for wages, bonuses, PTO, severance compensation or employee benefits of any kind. All restricted stock units, nonqualified stock options, and performance stock units awarded to Downing will be administered in accordance with the terms and conditions of the applicable long-term incentive plan(s) and applicable options agreements or similar ancillary arrangements between Company and Downing.

Final Wages. The Company timely paid the Employee the unpaid portion of her annual salary earned through the Separation Date and for all earned and unused vacation time by having a check for this amount available for pick-up by, or, at her option, sending it to the Employee by overnight mail or direct deposit transfer on, that date.

Decisions Final. For all purposes under the Plan, the decision with respect to a claim (if no review is requested) and the decision with respect to a claims review (if requested), shall be final, binding, and conclusive on all Participants, beneficiaries, and other interested parties, as to all matters relating to the Plan and Plan benefits. Further, each claims determination under the Plan shall be made in the absolute and exclusive discretion and authority of the Committee.

Final Agreement. This Modification represents the final agreement between the parties and supersedes all previous negotiations, discussions and agreements, contemporaneous or subsequent, between the parties, and no parol evidence of any prior or other agreement shall be permitted to contradict or vary their terms. There are no promises, terms, conditions or obligations other than those contained in this Modification. There are no unwritten oral agreements between the parties.

Final Paycheck. As soon as administratively practicable on or after the Separation Date, the Company will pay Executive all accrued but unpaid base salary and all accrued and unused paid time off earned through the Separation Date, subject to standard payroll deductions and withholdings. Executive is entitled to these payments regardless of whether Executive executes this Agreement.