Common use of Payout Value Limit Clause in Contracts

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's Common Stock on June 30, 2014, as reported by the principal exchange or market on which the Company's Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's ’s Common Stock on June 30, 20142022, as reported by the principal exchange or market on which the Company's ’s Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 [__________]1 (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which that would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.. ____________________________________________ 1 To be inserted. Equal to [July 1, 2019 trailing 20-day vwap] * (1.5)3 * 2

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's Common Stock on June 30, 201420[__], as reported by the principal exchange or market on which the Company's Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 [__] (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which that would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's ’s Common Stock on June 30[___], 201420[___], as reported by the principal exchange or market on which the Company's ’s Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 [___] (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which that would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix Design under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's ’s Common Stock on June 30, 2014___________, as reported by the principal exchange or market on which the Company's ’s Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Design Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 [______] [1] (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Design Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which that would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.

Payout Value Limit. Notwithstanding any other provision of this Agreement, under no circumstances shall (i) the product of (A) the number of Payout Shares as calculated in accordance with the Payout Matrix under the provisions of Section 1.2(d), multiplied by (B) the per share closing price of the Company's ’s Common Stock on June 30, 20142019, as reported by the principal exchange or market on which the Company's ’s Common Stock is then traded (the “Payout Closing Price”) (with such product referred to as the “Payout Matrix Value”), exceed (ii) the product of (C) the number of Performance Units multiplied by (D) $449 [____________] (with such product referred to as the “Payout Value Limit”). If the Payout Matrix Value would otherwise exceed the Payout Value Limit, then the number of Payout Shares shall be reduced to an amount equal to (x) the Payout Value Limit divided by (y) the Payout Closing Price, with any fractional Shares which that would otherwise result from such computation to be rounded up to the nearest whole Share of Common Stock.