Negative Discretion

Negative Discretion. The discretion that the Committee may exercise to reduce (but not increase) the amount of the award that otherwise would be payable in connection with the attainment of the Performance Target. This discretion may be applied in the event that exceptional circumstances arise which, in the judgment of the Committee, would result in payouts not consistent with the intentions of the Committee at the inception of the plan or would otherwise cause the plan to operate in a manner inconsistent with the... best interests of the Company. View More

Negative Discretion. The discretion authorized by the Plan to be applied by the Committee to eliminate or reduce the size of a Cash-Based Incentive Award

Negative Discretion. The discretion of the Committee, as authorized by Section 10 of the Plan, to eliminate or reduce the amount payable for a Qualified Performance-Based Award; provided that the exercise of such discretion would not cause the Qualified Performance-Based Award to fail to qualify as 'performance-based compensation' under Section 162(m) of the Code