Payout Criteria. Except as otherwise expressly set forth in this Section C payment, if any, of the PRSUs will be based on the Company’s performance during the Performance Period. The actual, payout, if any, of the PRSUs will be determined by the Committee pursuant to the achievement of certain performance criteria established by the Committee to measure the Company’s performance during the Performance Period (the “PRSU Performance Measures”). The actual number of PRSUs that may vest, if any, may range from zero to 200% of the target level based on the level of performance achieved. A description of the PRSU Performance Measures and the amounts to be earned, will be communicated to Participants in such manner as the Committee deems appropriate.
Payout Criteria. Except as otherwise expressly set forth in this Appendix A, the actual number of Shares paid, if any, to Participant under the Performance Award will be based on (a) the Company’s EBITDAR performance and (b) the occurrence of a contemporaneous annual payout under the Company’s broad-based employee Profit Sharing Program (a “Profit Sharing Payout”), as described below.
Payout Criteria. Except as otherwise expressly set forth in this Section B, payment, if any, of the PRSUs will be based on the Company’s performance during the relevant performance period. The actual, payout, if any, of the PRSUs will be determined by the Committee pursuant to the achievement of certain performance criteria established by the Committee to measure the Company’s performance during the relevant performance period (the “PRSU Performance Measures”). The actual number of PRSUs that may vest, if any, may range from zero to 300% of the target level based on the level of performance achieved. A description of the RSU Performance Measures and the relevant performance period will be communicated to Participants in such manner as the Committee deems appropriate.
Payout Criteria. In order to be eligible to receive the Payments, your employment with the Company must be terminated during the Payment Period under circumstances which entitle you to receive severance pay and layoff benefits under the Plan. Provided, however, that for the purpose of this Agreement, you will be eligible for the Payments if during the Performance Period there is a layoff as defined in the Plan and (i) your employment is terminated, (ii) your base salary is reduced by more than 20%, or (iii) your principle work location is relocated to an area outside a 50 mile radius of its current location. Ineligibility/Forfeiture: You will be ineligible, or forfeit your eligibility, for the Payments if you become ineligible, or forfeit your eligibility, for layoff benefits under the Plan for any reason, whether during Performance Period or otherwise. For the avoidance of doubt, this means, inter alia, that you will not receive, or will become ineligible for, the Payments, if (i) you are or become eligible for severance benefits under, or become a party to or participant in, the Genworth Financial, Inc. Key Employee Severance Plan, or any other severance plan or agreement other than the Plan or this Payment Agreement (ii) your employment is terminated by the Company for any reason that would not entitle you to receive severance pay and layoff benefits under the Plan, including but not limited to your death or disability, (iii) you experience a change or reduction in your current duties or responsibilities, either by the Company or any successor, without being terminated, (iv) before, during, or after your termination the Company offers you continuing employment in any capacity at a comparable base salary and you fail to accept that offer (v) you resign from your employment with the Company at any time for any reason (vi) your employment with the Company is terminated due to a sale of your business unit, and you remain or become employed by the successor employer upon the close of the sale of your business unit at a comparable base salary, regardless of duties (vii) you are offered any position with a successor employer at a comparable base salary and you fail to accept the offer, regardless of duties, (viii) you violate a Confidentiality, Non-Solicitation, or Non-Disparagement provision of this or any agreement with the Company; (ix) you breach this Payment Agreement or any severance and/or release agreements with the Company; and/or (x) your employment is terminated for...
