Description of Executive Financial Recoupment Program. To the extent not already accomplished, within 150 days after the Effective Date of the CIA, J&J and the J&J Pharmaceutical Affiliates shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that annual incentive compensation for each Covered Executive is at risk of forfeiture in the event of misconduct that is discovered by J&J or the J&J Pharmaceutical Affiliates before the bonus is paid. In the event of misconduct by any J&J or J&J Pharmaceutical Affiliate Covered Executive, J&J and the J&J Pharmaceutical Affiliates shall also reserve the right and full discretion to void and forfeit any unvested stock options, unvested stock appreciation rights, unvested deferred share units, and other unvested rights to receive company common stock (collectively, “Equity Awards”). If J&J or a J&J Pharmaceutical Affiliate discovers any misconduct that would implicate the forfeitures described in this Paragraph by a Covered Executive, it shall evaluate the situation and make a determination about whether any forfeiture, and the terms of such forfeiture, shall be implemented. In addition, to the extent not already accomplished, within 150 days after the Effective Date of the CIA, J&J and the J&J Pharmaceutical Affiliates shall modify and supplement their annual bonus plans applicable to a Covered Executive (and any employment agreements, as appropriate) by imposing the following eligibility and repayment conditions on future bonuses and Equity Awards and making the additional remedies discussed below applicable to all J&J and J&J Pharmaceutical Affiliate executives at the level of Vice President 2 (pay grade 51) or above (collectively, “Covered Executives”). J&J and the J&J Pharmaceutical Affiliates shall implement Policies and Procedures and, as necessary, shall modify contracts with Covered Executives so that beginning no later than calendar year 2015 the bonuses and Equity Awards may be recouped if an Affirmative Recoupment Determination is made. The forfeiture and recoupment rights described in this Paragraph shall apply prospectively to Covered Executives beginning no later than the calendar year 2015 bonus plan and Equity Award years.
Description of Executive Financial Recoupment Program. Within 120 days after the Effective Date of the CIA, Aegerion shall establish policies and procedures (and modify employment and other contracts as necessary) to provide that annual and other cash bonuses (including variable compensation, if applicable) on an after tax/net basis (“Bonus”) for each Covered Executive is at risk of forfeiture in the event of misconduct that is discovered by Aegerion or by Novelion Therapeutics Inc. and/or Novelion Services USA, Inc. (collectively, “Novelion”) before the Bonus is paid. In the event of misconduct by any Covered Executive, Aegerion shall also reserve the right and full discretion to void and forfeit any unvested or unexercised stock options, stock appreciation rights, and rights to similar equity plans (collectively, “Equity Awards”). If Aegerion or Novelion discovers any misconduct by a Covered Executive that would implicate the forfeitures or recoupments described in this Section II, Aegerion shall evaluate the situation and make a determination about whether any forfeiture or recoupment shall be implemented and the details of such action, as described below in Section II.C.
