Common use of Catch-Up Clause in Contracts

Catch-Up. On the fourth Measurement Date, in addition to the vesting provided in subsection (A) above, the Eligible Performance Units for all prior Measurement Years that have not previously vested due to the Company's failure to meet any annual EBITDA target as of such date (collectively, the "Missed Performance Units") shall be eligible for "catch-up" vesting. Such "catch-up" vesting shall occur if the cumulative EBITDA target set forth above in the column for Measurement Year 2008 (which represents the cumulative EBITDA target for Measurement Years 2005 through 2008) is met; provided, that (a) at least 90% of the annual EBITDA target for Measurement Year 2008 is met and (b) the actual EBITDA for Measurement Year 2008 exceeds the actual EBITDA for Measurement Year 2007 (collectively, the "Catch-Up Targets"). If 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then 50% of the Missed Performance Units shall become Vested Units. If over 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then a number of Missed Performance Units will become Vested Units, determined on a straight line basis such that an additional 5% of the Missed Performance Units will become Vested Units for each 1% that actual cumulative EBITDA exceeds 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008.

Catch-Up. On the fourth Measurement Date, in addition to the vesting provided in subsection (A) above, the Eligible Performance Units for all prior Measurement Years that have not previously vested Employee shall be eligible to "catch-up" any missed vesting due to the Company's failure to meet any annual EBITDA target as of such date (collectively, the "Missed Performance Units") shall be eligible for "catch-up" vesting. Such "catch-up" vesting shall occur if the cumulative EBITDA target targets set forth above in the column for Measurement Year 2008 (which represents the cumulative EBITDA target for Measurement Years 2005 through 2008) is are met; provided, that (a) at least 90% of the annual EBITDA target for in the final Measurement Year 2008 is met and (b) the actual EBITDA for the final Measurement Year 2008 of vesting exceeds the actual EBITDA for the immediately preceding Measurement Year 2007 (collectively, the "Catch-Up Targets"). If 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 Cumulative Target set forth above is met, then 50% of the Total Shares that are Eligible Shares but which did not previously become Vested Shares (the "Missed Performance Units Shares") shall become Vested UnitsShares. If over 90% of the cumulative Cumulative EBITDA target for Measurement Years 2005 through 2008 Target above is met, then a number of Missed Performance Units Shares will become Vested UnitsShares, determined on a straight line basis such that an additional 5% of the Missed Performance Units Shares will become Vested Units Shares for each 1% that actual cumulative Cumulative EBITDA exceeds 90% of the cumulative Cumulative EBITDA target for Measurement Years 2005 through 2008Target.

Catch-Up. On the fourth Measurement Date, in addition to the vesting provided in subsection (A) above, the Eligible Performance Units for all prior Measurement Years that have not previously vested due to the Company's ’s failure to meet any annual EBITDA target as of such date (collectively, the "“Missed Performance Units"”) shall be eligible for "“catch-up" ” vesting. Such "“catch-up" ” vesting shall occur if the cumulative EBITDA target set forth above in the column for Measurement Year 2008 (which represents the cumulative EBITDA target for Measurement Years 2005 through 2008) is met; provided, that (a) at least 90% of the annual EBITDA target for Measurement Year 2008 is met and (b) the actual EBITDA for Measurement Year 2008 exceeds the actual EBITDA for Measurement Year 2007 (collectively, the "“Catch-Up Targets"”). If 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then 50% of the Missed Performance Units shall become Vested Units. If over 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then a number of Missed Performance Units will become Vested Units, determined on a straight line basis such that an additional 5% of the Missed Performance Units will become Vested Units for each 1% that actual cumulative EBITDA exceeds 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008.

Catch-Up. On the fourth final Measurement Date, in addition to the vesting provided in subsection (A) above, the Eligible Performance Units Shares for all prior Measurement Years that have not previously vested due to the Company's failure to meet any annual EBITDA target as of such date (collectively, the "Missed Performance UnitsShares") shall be eligible for "catch-up" vesting. Such "catch-up" vesting shall occur if the cumulative EBITDA target set forth above in the column for Measurement Year 2008 (which represents the cumulative EBITDA target for Measurement Years 2005 through 2008) is met; provided, that (a) at least 90% of the annual EBITDA target for Measurement Year 2008 is met and (b) the actual EBITDA for Measurement Year 2008 exceeds the actual EBITDA for Measurement Year 2007 (collectively, the "Catch-Up Targets"). If 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then 50% of the Missed Performance Units Shares shall become Vested UnitsShares. If over 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008 is met, then a number of Missed Performance Units Shares will become Vested UnitsShares, determined on a straight line basis such that an additional 5% of the Missed Performance Units Shares will become Vested Units for each 1% that actual cumulative EBITDA exceeds 90% of the cumulative EBITDA target for Measurement Years 2005 through 2008.