Termination of Service. If the Grantee terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below, or due to the death or Disability of the Grantee, any RSUs that have not vested as of the date of that termination shall be forfeited to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Service and the Grantee shall then be vested in the RSUs.

Termination of Service. If the Grantee terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below, or due to the death or Disability of the Grantee, any RSUs that have not vested as of the date of that termination shall be forfeited to the Company.forfeited. The RSUs never vest in the event of a Termination for Cause. If the Grantee'Grantee’s Service terminates on account of the Grantee'Grantee’s death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Service and the Grantee shall then be vested in the RSUs.

TerminationUpon termination of Service. If the Grantee terminates ServiceGrantee’s employment or service for any reason other than on account of a Change in Controldeath or Disability, except as provided for in [Section 5] below, or due to the death or Disability19] of the Grantee, anyPlan, the Grantee will forfeit all RSUs that have not vested asthat, at the time of the datetermination of that termination shall be forfeitedemployment or service, remain subject to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the dateimposed by Section 2 of that termination of Service and the Grantee shall then be vested in the RSUs.this Agreement.

Termination of Service. IfTermination. Unless otherwise determined by the Grantee terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below,Committee at or dueafter grant, RSUs awarded to the death or Disability of the Grantee, any RSUsGrantee that have not vested as of the date of that termination shall be forfeited upon termination of the Grantee in accordance with [Section 5A(f), (g), (h) and (i)])])])], as applicable. The Committee may provide (on or after grant) that restrictions or forfeiture conditions relating to the Company. The RSUs never vestwill be waived in whole or in part in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Serviceresulting from specified causes, and the Grantee shall then be vestedCommittee may in other cases waive in whole or in part restrictions or forfeiture conditions relating to the RSUs.

Termination of Service.Employment by the Grantee for Other Reasons. If the Grantee retires or voluntarily terminates Servicehis or her employment for any reason other than on account of a Change in Control as provided for in [Section 5] below, or due toGood Reason (as defined above) after the death or Disabilityexpiration of the Grantee, anyInitial Restriction Period, the outstanding unvested RSUs that have not vestedshall immediately be forfeited as of the dateDate of that termination shall be forfeited to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Service and the Grantee shall then be vested in the RSUs.Termination.

Termination of Service.Employment Due to Death or Disability. If the Grantee terminates Service for any reason other than on accountGrantee’s employment is terminated by the Company as a result of a Change in Control as provided for in [Section 5] below, or due to the death or Disability (as defined in the Plan), any unvested portion of the Grantee, any RSUsgrant that would have not vested asvested, either by the specified passage of time or the fulfillment of the date of that termination shall be forfeitedperformance criteria in accordance with [Schedule A], if applicable, with respect to the Company. The RSUs never vestyear in which the event of a Termination for Cause. Iftermination occurred had the Grantee's Service terminates on accountGrantee remained employed and any earlier year, and any unvested portion of the Grantee's death or Disability, the Period of Restriction for all RSUsgrant that would have not previously vested or been forfeited shall end on the date of that termination of Service and the Grantee shall then be vested in the RSUs.subsequent year following termination had the Grantee remained employed, shall remain outstanding and all remaining unvested RSUs shall be immediately forfeited. A number of Shares equal to the number of unvested RSUs described in the preceding sentence shall become vested and shall be transferred to the Grantee (or the Grantee’s surviving spouse or estate) in the manner provided in Section 2.1 upon attainment of the original Vesting Date(s) (just as if the Grantee had remained employed) and/or the applicable performance criteria set forth on [Schedule A], if applicable.

Termination of Service. IfService Relationship. Except as set forth in [Section 3(c)] of the GranteePlan, if the Grantee’s Service Relationship terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below,(including death or duedisability) prior to the death or Disabilitysatisfaction of the Grantee,vesting conditions set forth in Paragraph 2 above, any RSUsRestricted Stock Units that have not vested as of thesuch date of that termination shall automatically and without notice terminate and be forfeited to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability, the Period of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Serviceforfeited, and neither the Grantee shall then be vestednor any of his or her successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in the RSUs.such unvested Restricted Stock Units.

Termination of Service. IfEmployment by the Grantee terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below, or due to the death or Disability of the Grantee, any RSUs that have not vested as of the date of that termination shall be forfeited to the Company. The RSUs never vest in the event of a TerminationCompany for Cause. If the Grantee'Grantee’s Service terminates on accountemployment is terminated by the Company for Cause (as defined in the Plan), the unvested RSUs shall be forfeited immediately as of the Grantee's death or Disability, the PeriodDate of Restriction for all RSUs that have not previously vested or been forfeited shall end on the date of that termination of Service and the Grantee shall then be vested in the RSUs.Termination.

Termination of Service.Death or Disability. If the GranteeGrantee’s employment with the Company and its Affiliates terminates Service for any reason other than on account of a Change in Control as provided for in [Section 5] below, or dueprior to the death or DisabilityVesting Date as a result of the Grantee, any RSUs that have not vested as of the date of that termination shall be forfeited to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee'Grantee’s death or Disability,disability, then the PeriodRSU shall vest as of Restriction for all RSUs thatsuch date. For this purpose, “disability” shall have not previously vestedthe same definition as provided in the long-term disability plan sponsored by the Company or been forfeited shall end on the date of that termination of Service andan Affiliate in which the Grantee shall then be vested in the RSUs.is eligible to participate.

TerminationPeriod of Service. IfRestriction: The RSUs are subject to a Period of Restriction, during which the Grantee terminatesshall not vest in the RSUs, subject to earlier vesting in the event of a termination of Service for any reason other than on account ofas provided in [Section 4] or a Change in Control as provided for in [Section 5] below, or due to the death or Disability of the Grantee, any RSUs that have not vested as of the date of that termination shall be forfeited to the Company. The RSUs never vest in the event of a Termination for Cause. If the Grantee's Service terminates on account of the Grantee's death or Disability,. After the Period of Restriction for allends with respect to an RSU, such RSU shall be considered vested, except as provided in this Agreement or the Plan. The Period of Restriction ends with respect to the RSUs that have not previously vested or been forfeited shall end onin accordance with the date of that termination of Service and the Grantee shall then be vested in the RSUs.following schedule: