Common use of Earned Units Clause in Contracts

Earned Units. The issuance of SHARES of the COMPANY pursuant to this AGREEMENT shall be subject to the COMPANY’s achievement with respect to the [ADJUSTED EPS] [CUMULATIVE ADJUSTED EPS] goals set forth in the table below. If the [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] for the ______-fiscal-year period ending _________, 20__ does not equal or exceed the THRESHOLD performance level set forth in the table below, the AWARD and PARTICIPANT’s right to receive any SHARES of the COMPANY pursuant to this AGREEMENT shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending ____________, 20__. Subject to the foregoing, the number of “EARNED UNITS” for purposes of this AGREEMENT shall be determined in accordance with the following schedule: Performance Level [FY 20__ ADJUSTED EPS][FY 20__ through FY 20__ CUMULATIVE ADJUSTED EPS] Required to Achieve Performance Level % of TARGET AWARD Earned THRESHOLD $ 50% TARGET $ 100% MAXIMUM $ 200% In the event that actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] is between the THRESHOLD and the TARGET performance levels, or between the TARGET and the MAXIMUM performance levels, linear interpolation will be used to determine the number of EARNED UNITS. Any portion of the TARGET AWARD not earned based upon the actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] achieved shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending __________, 20__. The achievement of the performance goals set forth in this Section 2(A) (and the extent or lack thereof) shall be evidenced by the COMMITTEE’s written certification. [For purposes of this Section 2(A), the term “ADJUSTED EPS” means the COMPANY’s Net Income per Share from Continuing Operations before Extraordinary Items (Diluted), as reported in the COMPANY’s Annual Report on Form 10-K for the applicable fiscal year, adjusted to exclude the impact of charges for impairments and write-downs of store-related long-lived assets, trademarks and goodwill, net charges related to store closures and lease exits or other restructuring programs, any legal settlement in excess of $3 million, the impact of acquisitions or divestitures, one-time federal tax changes accounted for on a discrete basis in excess of $3 million and changes in accounting principles, as certified by the COMMITTEE.]

Earned Units. The issuance of COMMON SHARES of the COMPANY pursuant to this AGREEMENT shall be subject to the COMPANY’s 's achievement with respect to the [ADJUSTED EPS] [CUMULATIVE ADJUSTED EPS] EPS goals set forth in the table below. If the [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS for the fiscal year ______-fiscal-year period ending _________, 20__ does not equal or exceed the THRESHOLD performance level set forth in the table below, the AWARD and the PARTICIPANT’s 'S right to receive any COMMON SHARES of the COMPANY pursuant to this AGREEMENT shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending ____________, 20__. Subject to the foregoing, the number of “EARNED UNITS” for purposes of this AGREEMENT shall be determined in accordance with the following schedule: Performance Level [FY 20_____ ADJUSTED EPS][FY 20__ through FY 20__ CUMULATIVE ADJUSTED EPS] EPS Required to Achieve Performance Level % of TARGET AWARD Earned THRESHOLD $ $x.xx 50% TARGET $ $x.xx 100% MAXIMUM $ $x.xx 200% In the event that actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS is between the THRESHOLD and the TARGET performance levelsTARGET, or between the TARGET and the MAXIMUM performance levels, linear interpolation will be used to determine the number of EARNED UNITS. Any portion of the TARGET AWARD not earned based upon the actual [achievement of ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] achieved EPS shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending __________, 20__. The achievement of the performance goals objective(s) set forth in this Section 2(A) (and the extent or lack thereof) shall be evidenced by the COMMITTEE’s 's written certification. [For purposes of this Section 2(A), the term “ADJUSTED EPS” means the COMPANY’s 's Net Income per Share from Continuing Operations before Extraordinary Items (Diluted), as reported in the COMPANY’s Annual Report 's annual report on Form 10-K for the applicable fiscal year, adjusted to exclude the impact of charges for impairments and write-downs of store-related long-lived assets, trademarks and goodwill, net charges related to store closures and lease exits or other restructuring programs, any legal settlement in excess of $3 million, the impact of acquisitions or divestitures, one-time federal tax changes accounted for on a discrete basis in excess of $3 million and changes in accounting principles, as certified by the COMMITTEE.]

Earned Units. The issuance of COMMON SHARES of the COMPANY pursuant to this AGREEMENT shall be subject to the COMPANY’s 's achievement with respect to the [ADJUSTED EPS] [CUMULATIVE ADJUSTED EPS] EPS goals set forth in the table below. If the [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS for the fiscal year ______-fiscal-year period ending _________, 20__ does not equal or exceed the THRESHOLD performance level set forth in the table below, the AWARD and the PARTICIPANT’s 'S right to receive any COMMON SHARES of the COMPANY pursuant to this AGREEMENT shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending ____________, 20__. Subject to the foregoing, the number of “EARNED UNITS” for purposes of this AGREEMENT shall be determined in accordance with the following schedule: Performance Level [FY 20____ ADJUSTED EPS][FY 20__ through FY 20__ CUMULATIVE ADJUSTED EPS] EPS Required to Achieve Performance Level % of TARGET AWARD Earned THRESHOLD $ $x.xx 50% TARGET $ $x.xx 100% MAXIMUM $ $x.xx 200% In the event that actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS is between the THRESHOLD and the TARGET performance levelsTARGET, or between the TARGET and the MAXIMUM performance levels, linear interpolation will be used to determine the number of EARNED UNITS. Any portion of the TARGET AWARD not earned based upon the actual [achievement of ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] achieved EPS shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending __________, 20__. The achievement of the performance goals objective(s) set forth in this Section 2(A) (and the extent or lack thereof) shall be evidenced by the COMMITTEE’s 's written certification. [For purposes of this Section 2(A), the term “ADJUSTED EPS” means the COMPANY’s 's Net Income per Share from Continuing Operations before Extraordinary Items (Diluted), as reported in the COMPANY’s Annual Report 's annual report on Form 10-K for the applicable fiscal year, adjusted to exclude the impact of charges for impairments and write-downs of store-related long-lived assets, trademarks and goodwill, net charges related to store closures and lease exits or other restructuring programs, any legal settlement in excess of $3 million, the impact of acquisitions or divestitures, one-time federal tax changes accounted for on a discrete basis in excess of $3 million and changes in accounting principles, as certified by the COMMITTEE.]

Earned Units. The issuance of SHARES of the COMPANY pursuant to this AGREEMENT shall be subject to the COMPANY’s achievement with respect to the [ADJUSTED EPS] [CUMULATIVE EPS][CUMULATIVE ADJUSTED EPS] goals set forth in the table below. If the [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] for the ______-fiscal-year period ending _________, 20__ does not equal or exceed the THRESHOLD performance level set forth in the table below, the AWARD and PARTICIPANT’s right to receive any SHARES of the COMPANY pursuant to this AGREEMENT shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending ____________, 20__. Subject to the foregoing, the number of “EARNED UNITS” for purposes of this AGREEMENT shall be determined in accordance with the following schedule: Performance Level [FY 20__ ADJUSTED EPS][FY 20__ through FY 20__ CUMULATIVE ADJUSTED EPS] Required to Achieve Performance Level % of TARGET AWARD Earned THRESHOLD $ 50% TARGET $ 100% MAXIMUM $ 200% In the event that actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] is between the THRESHOLD and the TARGET performance levels, or between the TARGET and the MAXIMUM performance levels, linear interpolation will be used to determine the number of EARNED UNITS. Any portion of the TARGET AWARD not earned based upon the actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] achieved shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending __________, 20__. The achievement of the performance goals set forth in this Section 2(A) (and the extent or lack thereof) shall be evidenced by the COMMITTEE’s written certification. [For purposes of this Section 2(A), the term “ADJUSTED EPS” means the COMPANY’s Net Income per Share from Continuing Operations before Extraordinary Items (Diluted), as reported in the COMPANY’s Annual Report on Form 10-K for the applicable fiscal year, adjusted to exclude the impact of charges for impairments and write-downs of store-related long-lived assets, trademarks and goodwill, net charges related to store closures and lease exits or other restructuring programs, any legal settlement in excess of $3 million, the impact of acquisitions or divestitures, one-time federal tax changes accounted for on a discrete basis in excess of $3 million and changes in accounting principles, as certified by the COMMITTEE.]

Earned Units. The issuance of SHARES of the COMPANY pursuant to this AGREEMENT shall be subject to the COMPANY’s achievement with respect to the [ADJUSTED EPS] [CUMULATIVE ADJUSTED EPS] EPS and ANNUAL LEVEL OF SAVINGS goals set forth in the table tables below. If the [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS for the ______-fiscal-fiscal year period ending _________, 20__ does and the ANNUAL LEVEL OF SAVINGS, as applicable, do not equal or exceed the THRESHOLD performance level levels set forth in the table tables below, the AWARD and PARTICIPANT’s right to receive any SHARES of the COMPANY pursuant to this AGREEMENT shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending ____________, 20__. Subject to the foregoing, the number of “EARNED UNITS” for purposes of this AGREEMENT shall be determined in accordance with the following scheduletables: Performance Level [FY 20__ ADJUSTED EPS][FY 20__ through FY 20__ CUMULATIVE ADJUSTED EPS] Required ANNUAL LEVEL OF SAVINGS (in $ millions)Required to Achieve Performance Level % of TARGET AWARD Earned THRESHOLD $ 5025% TARGET $ 10050% MAXIMUM $ 20075% Performance Level FY 20__ ADJUSTED EPS and ANNUAL LEVEL OF SAVINGS (in $ millions) Required to Achieve Performance Level % of TARGET AWARD Earned BELOW THRESHOLD Below $____ per share and any level of savings 0% THRESHOLD $____ per share or greater AND $ 25% TARGET $_____ per share or greater AND $ 50% MAXIMUM $_____ per share or greater AND $ 75% In the event that actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] is EPS and ANNUAL LEVEL OF SAVINGS are between the THRESHOLD and the TARGET performance levels, or between the TARGET and the MAXIMUM performance levels, linear interpolation will be used to determine the number of EARNED UNITS. Any portion of the TARGET AWARD not earned based upon the actual [ADJUSTED EPS][CUMULATIVE ADJUSTED EPS] EPS and ANNUAL LEVEL OF SAVINGS achieved shall expire and be forfeited without payment of any additional consideration, effective as of the last day of the fiscal year ending __________, 20__. The achievement of the performance goals set forth in this Section 2(A) (and the extent or lack thereof) shall be evidenced by the COMMITTEE’s written certification. [For purposes of this Section 2(A), the term “ADJUSTED EPS” means the COMPANY’s Net Income per Share from Continuing Operations before Extraordinary Items (Diluted), as reported in the COMPANY’s Annual Report on Form 10-K for the applicable fiscal year, adjusted to exclude the impact of charges for impairments and write-downs of store-related long-lived assets, trademarks and goodwill, net charges related to store closures and lease exits or other restructuring programs, any legal settlement in excess of $3 million, the impact of acquisitions or divestitures, one-time federal tax changes accounted for on a discrete basis in excess of $3 million and changes in accounting principles, as certified by the COMMITTEE. Also for the purposes of this Section 2(A), the term “ANNUAL LEVEL OF SAVINGS” means the COMPANY’s FY 20__ realized cost savings resulting from the diagnostic analysis completed by _________ in connection with COMPANY’s profit and process improvement initiatives, as certified by the COMMITTEE.]