Termination of Service. Unless otherwise provided in an effective employment, consulting, severance or similar agreement with the Company or a Subsidiary, or as otherwise may be determined by the Committee, # upon a the Grantees termination of employment with the Company # at any time, due to the Grantees death or Disability or # within 24 months following a Change in Control, by the Company or a Subsidiary without Cause or by the Grantee for Good Reason, the unvested portion of the PSUs shall vest in full (with the applicable Performance Goals being deemed to have been achieved at target or, if greater, actual levels), the Performance Period shall terminate and the PSUs shall be settled in accordance with [Section 3.2] and # upon the Grantees termination of employment with the Company for any other reason, the unvested portion of the PSUs shall be forfeited with no compensation due the Grantee.
Termination#Termination of Service. Unless otherwise providedEmployment. Except as set forth in an effective employment, consulting, severance or similar agreement[Exhibit A] to this Agreement, if the Grantee’s employment with the Company or a Subsidiary,its Subsidiaries terminates for any reason (including death or as otherwise may be determined by the Committee, # upon a the Grantees termination of employment with the Company # at any time, duedisability) prior to the Grantees death or Disability or # within 24 months following a Changesatisfaction of the vesting conditions set forth in Control, by the Company or a Subsidiary[Exhibit A] to this Agreement, any PSUs that have not vested as of such date shall automatically and without Cause or bynotice terminate and be forfeited, and neither the Grantee for Good Reason, thenor any of his or her successors, heirs, assigns, or personal representatives will thereafter have any further rights or interests in such unvested portion of the PSUs shall vest in full (with the applicable Performance Goals being deemed to have been achieved at target or, if greater, actual levels), the Performance Period shall terminate and the PSUs shall be settled in accordance with [Section 3.2] and # upon the Grantees termination of employment with the Company for any other reason, the unvested portion of the PSUs shall be forfeited with no compensation due the Grantee.PSUs.
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