Common use of Maximum Performance Goal Clause in Contracts

Maximum Performance Goal. [ ]% of the Objective Criteria Target Units subject to the Objective Criteria Award shall vest and be earned if (i) [ ] meets or exceeds [ ] for the Performance Period (the “Objective Criteria Maximum Performance Goal”), and (ii) the Participant is employed by or in service with the Company on the Vesting Date and has been continuously employed or in service since the Date of Grant. Except as otherwise provided in this Agreement, both the performance condition described in Section 1(c)(i) and the service condition described in Section 1(c)(ii) must be met in order for any of the Objective Criteria Target Units to vest pursuant to this Section 1(c). Notwithstanding the foregoing, the Objective Criteria Award shall not be deemed payable, in whole or in part, until both of the following events have occurred: (A) the completion of the Company’s audited financial statements for the fiscal year ending [ ], and (B) the Administrator’s written certification regarding if and to the extent the applicable performance goals have been met. The Company’s calculation of [ ] for the Performance Period shall be conclusive and binding absent fraud or manifest and material error.