Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to the greater of # two times the Executive’s target bonus as of the Date of Termination or # two times the average of the annual bonus paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (for any such complete fiscal year for which the Executive was not eligible for an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) ((i) or (ii), the “Applicable Bonus”).

Incentive Plans. You shall not be eligible to participate in or receive any new awards with respect to any annual and long-term incentive plans or programs during the Renewed Employment Period; provided, however, that you will remain eligible for payment related to the bonus for the 2020 Award Year pursuant to the terms and conditions of the Company’s Annual Incentive Plan. You will also remain eligible for continued vesting and settlement of outstanding equity awards granted under the Company’s 2019 Long-Term Incentive Plan and 2014 Long-Term Incentive Plan (the “LTI Plans”), pursuant to the terms and conditions of the applicable award agreements and LTI Plans.

Stock Incentive Plans. Each stock option, restricted stock unit and restricted stock granted by the Company under the Company’s stock incentive plan was granted # in accordance with the terms of one of the Company’s stock incentive plans and # for stock options, with an exercise price at least equal to the fair market value of the Common Stock on the date such stock option would be considered granted under GAAP and applicable law. No stock option granted under the Company’s stock option plan has been backdated. The Company has not knowingly granted, and there is no and has been no Company policy or practice to knowingly grant, stock options prior to, or otherwise knowingly coordinate the grant of stock options with, the release or other public announcement of material information regarding the Company or its Subsidiaries or their financial results or prospects.

Other Incentive Plans. Except as otherwise provided herein, nothing in this Agreement shall impair or impact the vesting of any restricted stock, stock options, cash incentives or other form of compensation or benefits provided under any other plan, program or arrangement.

Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to: # two times the average of the annual bonuses paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (or, for any such complete fiscal year for which the Executive was not paid an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) (the “Average Bonus”), plus # if the Date of Termination is not the last day of a fiscal year, a prorated bonus payment equal to the Average Bonus multiplied by a fraction, the numerator of which is the number of days which have elapsed in the fiscal year in which the Date of Termination occurs and the denominator of which is the total number of days in such fiscal year.

Pursuant to the Stock Incentive Plan, the Executive shall receive, effective as of the Effective Date, a one-time initial award (the "Initial LTIP Grant") of RSRs and PSUs comprised of the following:

During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in stock options and performance share units (“PSUs”) previously granted to Executive under the Company’s stock incentive plans in accordance with the terms of those plans and any applicable agreement.

Executive will be entitled to a long-term incentive (“LTI”) grant in January 2020 (the “January 2020 LTI Grant”) the target LTI dollar value of which will be equal to 100% of Executive’s aggregate LTI target dollar grant in January 2019, and will vest, if at all, only after a three-year performance period. Following that award, Executive will not receive any other new grants of LTI awards. During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in the 2020 LTI Grant and LTI awards previously granted to Executive under the Company’s stock incentive plans (each, a “Plan,” and collectively, the “Plans”) in accordance with, and subject to the terms of, the terms of those Plans and any applicable agreements.

Annual Incentive Plans. The Corporation shall pay to the Executive, in cash, in a lump sum, on the Payment Date, a payment equal to: # two times the average of the annual bonuses paid to the Executive by the Corporation in respect of the three complete fiscal years of the Corporation immediately preceding the Effective Date (or, for any such complete fiscal year for which the Executive was not paid an annual bonus, the Executive’s target bonus as in effect immediately prior to the Effective Date) (the “Average Bonus”), plus # if the Date of Termination is not the last day of a fiscal year, a prorated bonus payment equal to the Average Bonus multiplied by a fraction, the numerator of which is the number of days which have elapsed in the fiscal year in which the Date of Termination occurs and the denominator of which is the total number of days in such fiscal year.

During the Term, Executive will not receive any new grants of long-term incentive (“LTI”) awards. During the Term, or if Executive’s employment is terminated sooner pursuant to Section 4, until such termination, Executive will continue to vest in LTI awards previously granted to Executive under the Company’s stock incentive plans (each, a “Plan,” and collectively, the “Plans”) in accordance with, and subject to the terms of, the terms of those Plans and any applicable agreements.