Common use of Performance Share Units Clause in Contracts

Performance Share Units. (A) Each Tyco Performance Share Unit award that is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted in the exact same manner as Restricted Stock Units granted on or after September 29, 2006 are converted pursuant to Section 6.2(b)(ii) above; provided, however, that each Tyco Performance Share Unit award that is held by an employee listed in Schedule 6.1(d) and is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted into Tyco Performance Share Units, Healthcare Performance Share Units and Electronics Performance Share Units as if such awards were Restricted Stock awards converted pursuant to Section 6.2(a).

Performance Share Units. (A) Each Tyco Performance Share Unit award that is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted in the exact same manner and time as Restricted Stock Units granted on or after September 29, 2006 are converted pursuant to Section 6.2(b)(ii) above; provided, however, that each Tyco Performance Share Unit award that is held by an employee listed in Schedule 6.1(d) and is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted into Tyco Performance Restricted Share Units, Healthcare Performance Restricted Share Units and Electronics Performance Restricted Share Units as if such awards were Restricted Stock awards converted pursuant to Section 6.2(a), except that such awards shall not be eligible for accelerated vesting.

Performance Share Units. (A) Each Tyco Performance Share Unit award that is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted in the exact same manner and time as Restricted Stock Units granted on or after September 29, 2006 are converted pursuant to Section 6.2(b)(ii) above; provided, however, that each Tyco Performance Share Unit award that is held by an employee listed in Schedule 6.1(d) and is outstanding immediately prior to the Distribution Date (as adjusted to reflect the number of such units then outstanding as a result of fiscal year 2006 performance) shall be converted into Tyco Performance Share Units, Healthcare Performance Share Units and Electronics Performance Share Units as if such awards were Restricted Stock awards converted pursuant to Section 6.2(a).