per share (basic or diluted); (iv) operating profit; (v) revenue, revenue growth, or rate of revenue growth; (vi) return on assets (gross or net), return on investment, return on
capital, return on equity, financial return ratios, or internal rates of return; (vii) returns on sales or revenues; (viii) operating expenses; (ix) stock price appreciation; (x) cash flow (including, but not limited to,
operating cash flow and free cash flow), cash flow return on investment (discounted or otherwise), net cash provided by operations or cash flow in excess of cost of capital, working capital turnover; (xi) implementation or completion of
critical projects or processes; (xii) economic value created; (xiii) balance sheet measurements; (xiv) cumulative earnings per share of stock growth; (xv) operating margin, profit margin, or gross margin; (xvi) stock price
or total stockholder return; (xvii) cost or expense targets, reductions and savings, productivity and efficiencies; (xviii) asset growth, sales or sales growth; (xix) strategic business criteria, consisting of one or more objectives
based on meeting specified market penetration, market share, geographic business expansion, customer satisfaction, employee satisfaction, human resources management, supervision of litigation, information technology, and goals relating to
acquisitions, divestitures, joint ventures, and similar transactions, and budget comparisons; (xx) personal professional objectives, including any of the foregoing performance goals, the implementation of policies and plans, the negotiation of
transactions, the development of long term business goals, the formation of joint ventures, research or development collaborations, and the completion of other corporate transactions; (xxi) billings, billings growth, or rate of billings; and
(xxii) such other criteria as may be determined by the Committee. Performance Goals may be established on a Company-wide basis, project or geographical basis or, as the context permits, with respect to one or more business units, divisions,
lines of business, subsidiaries, products, or other operational units or administrative departments of the Company (or in combination thereof) or may be related to the performance of an individual Participant.
(c) Acknowledgment of Attainment of Performance Goals. As soon as practicable after the end of a Plan Year and prior to any payment in
respect of such Plan Year, the Committee shall acknowledge in writing whether and to what extent, if at all, the Performance Goal for the Plan Year have been satisfied.
5. Payment.
(a)
Determination. As soon as practicable after the end of a Plan Year, the Committee shall determine, for each applicable Performance Goal, the award level and payout achieved within each range, as a percentage of Target Bonus, determined by
linear interpolation between the lower and upper bounds. The actual bonus payment with respect to a bonus award hereunder may range from 50% (at threshold) to 200% (at maximum) of the Participants Target Bonus.
(b) Committee Discretion. The Committee reserves the right to apply negative discretion to the Plan as needed to reflect business
environment, market conditions, budgetary constraints, compliance, and risk management considerations. In addition, the Committee may make adjustments to any bonus amount for extraordinary results, including but not limited to, impact from
accounting and tax law changes, discontinued operations, restructuring of balance sheet or impairment charges, acquisition-related expenses, acquisition-related intangible amortization, litigation expenses and settlements, reorganization and
restructuring programs, stock repurchases and non-recurring or special items.
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