(a)Unless vested on an earlier date as provided in this Appendix A, the Earned Performance Cash will be vested on December 31, 2021, subject to your continued employment through that date.
(b)In certain circumstances more particularly described in Sections III.3 and III.4 below, your Earned Performance Cash may vest before the date set forth in Section III.2(a). In addition, the Committee may accelerate the vesting of all or a portion of your Earned Performance Cash at any time in its discretion.
|3.||Termination of Employment|
(a)Termination prior to the end of the PCA Performance Cycle
The terms set out in subsections (i)–(iii) below of this Section III.3(a) shall apply to the payment of Earned Performance Cash in the event of your termination of employment prior to the last day of the PCA Performance Cycle.
(i)Death or Disability. If your employment is terminated by reason of death or Disability, you will be entitled to earn a Pro-Rata Earned Award. Payment in satisfaction of such Pro-Rata Earned Award shall be made on March 15, 2022.
(ii)Involuntary Termination or Retirement. If your employment is terminated in an Involuntary Termination or by reason of you becoming a Retiree, you will be entitled to earn a Pro Rata Earned Award. Payment in satisfaction of such Pro-Rata Earned Award shall be made on March 15, 2022.
(iii)Other Termination of Employment. If your employment is terminated prior to the end of the PCA Performance Cycle for any reason other than those set forth in Section III.3(a)(i), III.3(a)(ii) and III.4(b), you will not be entitled to payment of any Earned Performance Cash.
(b)Adjustments by the Committee
The Committee may, in its sole discretion, accelerate the vesting of your right to receive all or any portion of any Earned Performance Cash.
(c)Forfeiture of Performance Cash Award
In addition to forfeitures of the Performance Cash Award pursuant to Section III.3(a) above, if you violate or fail to comply with any of the covenants or obligations applicable to you under the Executive Severance Benefit Policy, you shall immediately forfeit the Performance Cash Award, whether or not earned.