Performance Goals

Performance Goals. Performance Means performance goals based on one or more of the following criteria: (i) pre-tax before-tax income or after-tax income; income, (ii) operating cash flow; profit, (iii) operating profit; (iv) return on equity, assets, capital, capital or investment; (v) investment, (iv) earnings or book value per share; (vi) share, (v) sales or revenues; revenues, (vi) operating expenses, (vii) operating expenses; (viii) cost of capital; (ix) Common Stock price appreciation; appreciation and (x) (viii) implementation or completion of critical projects or processes. Where applicable, the Performance Goals may be expressed in terms of attaining a specified level of the particular criteria or the attainment of a percentage increase or decrease in the particular criteria, and may be applied to one or more of the Company or any Subsidiary, one or all of the Affiliates of the Company, or a division or strategic business unit of the Company, or may be applied to the performance of the Company relative to a market index, a group of other companies, companies or a combination thereof, all as determined by the Committee. The Performance Goals may include a threshold level of performance below which no payment will be made (or no vesting will occur), levels of performance at which specified payments will be made (or specified vesting will occur), and a maximum level of performance above which no additional payment will be made (or at which full vesting will occur). Each To the extent possible, each of the foregoing Performance Goals shall be determined, to the extent applicable, determined in accordance with generally accepted accounting principles and shall be subject to certification by the Committee; provided, provided that the Committee shall have the authority to make equitable adjustments to the Performance Goals in recognition of unusual or non-recurring events affecting the Company or any Subsidiary or other Affiliate or the financial statements of the Company or any Subsidiary, Subsidiary or other Affiliate, in response to changes in applicable laws or regulations, or to account for items of gain, loss, loss or expense determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles principles. View More

Performance Goals. Performance goals based on one or more of the following criteria: criteria, determined in accordance with generally accepted accounting principles, where applicable: (i) pre-tax income or after-tax income; (ii) operating cash flow; cumulative realized and unrealized net appreciation; (iii) operating profit; stock price or total stockholder return; (iv) return strategic business criteria, consisting of one or more objectives based on equity, assets, capital, meeting specified market penetration... or investment; market share, geographic business expansion, customer satisfaction, employee satisfaction, human resources management, supervision of litigation, information technology, or goals relating to divestitures, joint ventures or similar transactions; or (v) earnings or book value per share; (vi) sales or revenues; (vii) operating expenses; (viii) cost of capital; (ix) Common Stock price appreciation; and (x) implementation or completion of critical projects or processes. any other criteria determined by the Board to be appropriate. Where applicable, the Performance Goals may be expressed in terms of attaining a specified level of the particular criteria criterion or the attainment of a percentage increase or decrease in the particular criteria, criterion, and may be applied to one or more of the Company or any Subsidiary, or a division or strategic business unit subsidiary of the Company, or may be applied to the performance of the Company relative to a market index, a group of other companies, or a combination thereof, all as determined by the Committee. Board. The Performance Goals may include a threshold level of performance below which no payment will be made (or no vesting will occur), levels of performance at which specified payments will be made paid (or specified vesting will occur), occur) and a maximum level of performance above which no additional payment will be made (or at which full vesting will occur). Each of the foregoing Performance Goals shall be determined, to the extent applicable, evaluated in accordance with generally accepted accounting principles principles, where applicable, and shall be subject to certification by the Committee; provided, that the Committee Board. The Board shall have the authority to make equitable adjustments to the Performance Goals in recognition of unusual or non-recurring events affecting the Company or any Subsidiary subsidiary of the Company or the financial statements of the Company or any Subsidiary, subsidiary of the Company, in response to changes in applicable laws or regulations, regulations or to account for items of gain, loss, loss or expense determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles View More

Performance Goals. Means the goals approved by the Committee for each fiscal year during the Performance Period, to be set forth in the Award Goal Notices, which shall be used Letter as established by the Committee to determine whether, and to what extent, the Performance Share Award shall be earned and therefore Shares shall be issued to Recipient after the Determination Date pursuant to this Agreement.

Performance Goals. Means the goals approved by the Committee for each fiscal year during the Performance Period, to be set forth in the Award Goal Notices, which shall be used Letter as established by the Committee to determine whether, and to what extent, the Performance Share Award shall be earned and therefore Shares shall be issued to Recipient after the Determination Date pursuant to this Agreement.

Performance Goals. Means the goals approved by the Committee for each fiscal year during the Performance Period, to be set forth in the Award Goal Notices, which shall be used Letter as established by the Committee to determine whether, and to what extent, the Performance Share Award shall be earned and therefore Shares shall be issued to Recipient after the Determination Date pursuant to this Agreement.

Performance Goals. Performance goals based on the attainment by the Company or any Subsidiary of the Company (or any division or business unit of such entity) of performance goals pre-established by the Committee in its sole discretion, based on one or more of the following criteria (as determined in accordance with generally accepted accounting principles): revenue growth, premium growth, policy growth, (1) return on total stockholder equity; (2) earnings (including earnings before taxes, earnings before... interest and taxes, earnings before interest, taxes, depreciation and amortization), per share of Company Stock; (3) net earnings, operating income, before or after tax income (before or after allocation taxes); (4) earnings before any or all of corporate overhead and/or bonus), income interest, taxes, minority interest, depreciation and amortization; (5) sales or net income (before or after-taxes), cash flow (before or after dividends), earnings per share, return on equity, return on capital (including return on total capital or return on inv ested capital), cash flow return on investment, net assets, revenues; (6) return on assets, economic value added models (or an equivalent metric), comparisons with various stock capital or investment; (7) market indices, book value, reductions in cost, combined ratio, loss ratio, expense ratio, market share share; (8) cost reduction goals; (9) implementation or penetration, business expansion, share price performance, total shareholder return, improvement in completion of critical projects or attainment of expense levels processes; (10) cash flow; (11) gross or expense ratios, working capital levels, operating margins, operating ratio, gross margins or cash margins, year-end cash, debt reductions, shareholder equity, market share, regulatory achievements, employee and/or agent satisfaction, customer satisfaction, customer retention, rating agency ratings, net profit margin; and (12) any combination of, or a specified increase in, any of the foregoing. The Performance Goals performance goals may be based upon the attainment of specified levels of performance by the Company, or a business unit, division, Subsidiary, or business segment of the Company. In addition, the Performance Goals may be based u pon the attainment of specified levels of performance under one or more of the measures described above relative to the performance of other entities. To the extent permitted under Section 162(m) of the Code (including, without limitation, compliance with any requirements for stockholder approval), approval) or to the extent that an Award is not intended to qualify as performance-based compensation under Section 162(m) of the Code, the Committee in its sole discretion may designate additional business criteria on which the Performance Goals performance goals may be based or adjust, modify or amend the aforementioned business criteria, including without limitation, Performance Goals based on the Grantee's individual performance. criteria. Performance Goals may include a threshold level of performance below which no Award will be earned, a level of performance at which the target amount of an Award will be earned and a level of performance at which the maximum amount of the Award will be earned. Measurement of performance relative to Performance Goals shall exclude the impact of losses or charges in connection with restructurings or disco ntinued operations. In addition, the The Committee in its sole discretion shall have the authority to make equitable adjustments to the Performance Goals in recognition of unusual or non-recurring events affecting the Company or any Subsidiary of the Company or the financial statements of the Company or any Subsidiary of the Company, in response to changes in applicable laws or regulations, including changes in generally accepted accounting principles or practices, or to account for items of gain, loss or expense determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles, as applicable View More

Performance Goals. Performance goals pre-established by the Committee in its sole discretion, based on one or more of the following criteria (as determined in accordance with generally accepted accounting principles): revenue growth, premium growth, policy growth, earnings (including earnings before taxes, earnings before interest and taxes, or earnings before interest, taxes, depreciation and amortization), net earnings, operating income, before pre- or after tax income (before or after allocation of corporate... overhead and/or bonus), income or net income (before or after-taxes), after-tax income, cash flow (before or after dividends), earnings per share, return on equity, return on capital (including return on total capital or return on inv ested invested capital), cash flow return on investment, net assets, return on assets, economic value val ue added models (or an equivalent metric), comparisons with various stock market indices, book value, reductions in cost, combined ratio, loss ratio, expense ratio, market share or penetration, business expansion, share price performance, total shareholder return, improvement in or attainment of expense levels or expense ratios, working capital levels, operating margins, operating ratio, gross margins or cash margins, year-end cash, debt reductions, shareholder equity, market share, regulatory achievements, employee and/or agent satisfaction, customer satisfaction, customer retention, rating agency ratings, and any combination of, or a specified increase in, any of the foregoing. The Performance Goals performance goals may be based upon the attainment of specified levels of performance by the Company, or a business unit, division, Subsidiary, or business segment of the Company. In addition, the Performance Goals performance goals may be based u pon upon the attainment of specified levels of performance under one or more of the measures described above relative to the performance of other entities. To the extent permitted under Section 162(m) of the Code (including, without limitation, compliance with any requirements for stockholder approval), the Committee in its sole discretion may designate additional business busines s criteria on which the Performance Goals performance goals may be based or adjust, modify or amend the aforementioned business criteria, including without limitation, Performance Goals performance goals based on the Grantee's individual performance. Performance Goals may include a threshold level of performance below which no Award will be earned, a level of performance at which the target amount of an Award will be earned and a level of performance at which the maximum amount of the Award will be earned. Measurement of performance relative to Performance Goals shall exclude the impact of losses or charges in connection with restructurings or disco ntinued operations. In addition, the Committee in its sole discretion shall have the authority to make equitable adjustments to the Performance Goals in recognition of unusual or non-recurring events affecting the Company or any Subsidiary of the Company or the financial statements of the Company or any Subsidiary of the Company, in response to changes in applicable laws or regulations, including changes in generally accepted accounting principles or practices, or to account for items of gain, loss or expense determined to be extraordinary or unusual in nature or infrequent in occurrence or related to the disposal of a segment of a business or related to a change in accounting principles, as applicable View More

Performance Goals. For Means for a Performance Period, one or more goals established in writing by the Administrator Committee for the Performance Period based upon one or more Performance Criteria. Depending on the Performance Criteria used to establish such Performance Goals, the Performance Goals may be expressed in terms of overall Company performance or the performance of a Parent, Subsidiary, Affiliate, division, business unit, or an individual. The achievement of each Performance Goal shall be determined... in accordance with GAAP U.S. Generally Accepted Accounting Principles to the extent applicable applicable. View More

Performance Goals. For a Performance Period, one or more the written goals established in writing by the Administrator Committee for the Performance Period based upon one or more the Performance Criteria. Depending on the Performance Criteria used to establish such Performance Goals, the Performance Goals may be expressed in terms of overall Company performance or the performance of a division, business unit, Subsidiary, or an individual. The achievement of each Performance Goal shall be determined in accordance... with GAAP to the extent applicable View More

Performance Goals. Goals which have been established by the Committee in connection with an Award and are based on one (1) or more of the following criteria, as determined by the Committee in its absolute and sole discretion: net income; cash flow; cash flow on investment; cash flow from operations; pre-tax or post-tax profit levels or earnings; operating income or earnings; closings; return on investment; earned value added; expenses; expense reduction levels; free cash flow; free cash flow per share; earnings;... earnings per share; net earnings per share; net earnings from continuing operations; sales growth; sales volume; economic profit; expense reduction; controlled expenses; return on assets; return on net assets; return on equity; return on capital; return on sales; return on invested capital; organic revenue; growth in managed assets; total stockholder shareholder return; stock price; stock price appreciation; EBIT, adjusted EBIT, EBITA; adjusted EBITA; EBITDA; adjusted EBITDA; EBITDAR; adjusted EBITDAR; return in excess of cost of capital; operating profits; profit in excess of cost of capital; capital expended; working capital; net operating profit after tax; operating margin; profit margin; adjusted revenue; revenue; net revenue; operating revenue; net cash provided by operating activities; net cash provided by operating activities per share; cash conversion percentage; new sales; net new sales; cancellations; gross margin; gross margin percentage; revenue before deferral; regulatory body approval for commercialization of a product; implementation or completion of critical projects; research; in-licensing; out-licensing; product development; government relations; compliance; mergers; acquisitions mergers and acquisitions; or sales of assets or subsidiaries; health; safety; environmental; debt level; debt/proved developed reserves; debt/proved reserves; cost reduction targets; equity ratios; amount of oil and/or gas reserves; oil and/or gas reserve additions; oil and/or gas replacement ratios; lease operating expense or lease operating expense/barrels of oil equivalent; costs of finding and/or developing oil and/or gas reserves; natural gas and/or oil production or sales; reserve value or reserve value per share; production volumes; development capital expenditures; total capital expenditures or depletion; depreciation and amortization; production per share; production per share growth; debt-adjusted reserve or production growth per share; G&A expense or adjusted G&A measures; and charge offs subsidiaries View More

Performance Goals. Goals which have been established by the Committee in connection with an Award and are based on one or more of the following criteria, as determined by the Committee in its absolute and sole discretion: net income; cash flow; cash flow on investment; cash flow from operations; pre-tax or post-tax profit levels or earnings; operating income or earnings; closings; return on investment; earned value added; expenses; expense reduction levels; free cash flow; free cash flow per share; earnings;... earnings per share; net earnings per share; net earnings from continuing operations; sales growth; sales volume; economic profit; expense reduction; controlled expenses; return on assets; return on net assets; return on equity; return on capital; return on sales; return on invested capital; organic revenue; growth in managed assets; total stockholder shareholder return; stock price; stock price appreciation; EBITA; adjusted EBITA; EBITDA; adjusted EBITDA; return in excess of cost of capital; profit in excess of cost of capital; capital expended; working capital; net operating profit after tax; operating margin; profit margin; adjusted revenue; revenue; net revenue; operating revenue; net cash provided by operating activities; net cash provided by operating activities per share; cash conversion percentage; new sales; net new sales; cancellations; gross margin; gross margin percentage; revenue before deferral; regulatory body approval for commercialization of a product; implementation or completion of critical projects; research; in-licensing; out-licensing; product development; government relations; compliance; mergers; and acquisitions or sales of assets or subsidiaries; health; safety; environmental; debt level; debt/proved developed reserves; debt/proved reserves; cost reduction targets; equity ratios; amount of oil and/or gas reserves; oil and/or gas reserve additions; oil and/or gas replacement ratios; lease operating expense or lease operating expense/barrels of oil equivalent; costs of finding and/or developing oil and/or gas reserves; natural gas and/or oil production or sales; reserve value or reserve value per share; production volumes; development capital expenditures; total capital expenditures or depletion; depreciation and amortization; production per share; production per share growth; debt-adjusted reserve or production growth per share; G&A expense or adjusted G&A measures; and charge offs subsidiaries. View More

Performance Goals. For a Performance Period, the one or more goals established by the Committee for the Performance Period based upon the Performance Criteria. The Committee is authorized at any time during the first 90 days of a Performance Period (or, if longer or shorter, within the maximum period allowed under Section 162(m) of the Code), or at any time thereafter (but only to the extent the exercise of such authority after such period would not cause the Performance Compensation Awards granted to any... Participant for the Performance Period to fail to qualify as "performance-based compensation" under Section 162(m) of the Code), may, in its sole and absolute discretion, to adjust or modify the calculation of a Performance Goal for such Performance Period to the extent permitted under Section 162(m) of the Code in order to prevent the dilution or enlargement of the rights of Participants based on the following events: (a) asset write-downs; (b) litigation or claim judgments or settlements; (c) the effect of changes in tax laws, accounting principles, or other laws or regulatory rules affecting reported results; (d) any reorganization and restructuring programs; (e) extraordinary nonrecurring items as described in Accounting Principles Board Opinion No. 30 (or any successor or pronouncement thereto) and/or in management's discussion and analysis of financial condition and results of operations appearing in the Company's annual report to shareholders for the applicable year; (f) acquisitions or divestitures; (g) any other specific unusual or nonrecurring events, or objectively determinable category thereof; (h) foreign exchange gains and losses; and (i) a change in the Company's fiscal year. View More

Performance Goals. For a Performance Period, the one or more goals established by the Committee for the Performance Period based upon the Performance Criteria. The Committee is authorized at any time during the first 90 days of a Performance Period (or, if longer or shorter, within the maximum period allowed under Section 162(m) of the Code), Period, or at any time thereafter (but only to the extent the exercise of such authority after such period the first 90 days of a Performance Period would not cause the ... class="diff-color-red">Performance Compensation Awards granted to any Participant for the Performance Period to fail to qualify as "performance-based compensation" under Section 162(m) of the Code), in its sole and absolute discretion, to adjust or modify the calculation of a Performance Goal for such Performance Period to the extent permitted under Section 162(m) of the Code in order to prevent the dilution or enlargement of the rights of Participants based on the following events: (a) asset write-downs; write-downs, (b) litigation or claim judgments or settlements; settlements, (c) the effect of changes in tax laws, accounting principles, or other laws or regulatory rules provisions affecting reported results; results, (d) any reorganization and restructuring programs; programs, (e) extraordinary nonrecurring items that are unusual in nature or infrequently occurring as described in the Financial Accounting Principles Standards Board Opinion No. 30 Accounting Standards Codification Topic 225-20 (or any successor or pronouncement thereto) and/or in management's discussion and analysis of financial condition and results of operations appearing in the Company's annual report to shareholders stockholders for the applicable year; year, (f) acquisitions or divestitures; divestitures, (g) any other specific specific, unusual or nonrecurring events, or objectively determinable category thereof; thereof, (h) foreign exchange gains and losses; losses, and (i) a change in the Company's fiscal year. To the extent such inclusions or exclusions affect Awards to Participants, they shall be prescribed in a form that meets the requirements of Section 162(m) of the Code for deductibility. View More

Found in Ralph Lauren Corporation contract

Performance Goals. One In the case of Awards intended to satisfy the requirements for performance-based compensation within the meaning of Section 162(m) of the Code, one or more objective performance goals established by the Committee, based on one or more of the following criteria established by the Committee: criteria: revenue; revenue growth; sales; expenses; margins; net income; earnings or earnings per share; cash flow; stock price; shareholder return; return on investment; return on invested capital,... assets, or equity; profit before or after tax; operating profit; operating margin; return on research and development investment; market capitalization; new product releases; quality improvements; brand or product recognition or acceptance (including market share); share; cycle time reductions; customer satisfaction measures; strategic positioning or marketing programs programs; market penetration or campaigns; strategic accounts or alliances or partnerships; expansion; business or / information systems or organizational improvements; expense management; infrastructure support programs; human resource programs; customer programs; technology development programs; merger goals relating to acquisitions or acquisition integration; divestitures, or any combination of the foregoing, including without limitation goals based on any of the foregoing, such measures relative to peer groups or market indices, and may be particular to a Participant or may be based, in whole or in part, on the performance of the division, department, line of business, subsidiary, or other business unit, whether or not legally constituted, in which the Participant works or on the performance of the Company generally. generally View More

Performance Goals. One In the case of Awards intended to satisfy the requirements for performance-based compensation within the meaning of Section 162(m) of the Code, one or more objective performance goals established by the Committee, based on one or more of the following criteria established by the Committee: criteria: revenue; revenue growth; sales; expenses; margins; net income; earnings or earnings per share; cash flow; stock price; shareholder return; return on investment; return on invested capital,... assets, or equity; profit before or after tax; operating profit; operating margin; return on research and development investment; market capitalization; new product releases; quality improvements; brand or product recognition or acceptance (including market share); share; cycle time reductions; customer satisfaction measures; strategic positioning or marketing programs programs; market penetration or campaigns; strategic accounts or alliances or partnerships; expansion; business or / information systems or organizational improvements; expense management; infrastructure support programs; human resource programs; customer programs; technology development programs; merger goals relating to acquisitions or acquisition integration; divestitures, or any combination of the foregoing, including without limitation goals based on any of the foregoing, such measures relative to peer groups or market indices, and may be particular to a Participant or may be based, in whole or in part, on the performance of the division, department, line of business, subsidiary, or other business unit, whether or not legally constituted, in which the Participant works or on the performance of the Company generally. generally View More

Performance Goals. One or more objective performance goals based on one or more of the following criteria established by the Committee: revenue; revenue growth; sales; expenses; margins; net income; earnings or earnings per share; cash flow; shareholder return; return on investment; return on invested capital, assets, or equity; profit before or after tax; operating profit; return on research and development investment; market capitalization; new product releases; quality improvements; brand or product... recognition or acceptance (including market share); share; cycle time reductions; customer satisfaction measures; strategic positioning or marketing programs or campaigns; strategic accounts or alliances or partnerships; business or information programs; business/information systems or organizational improvements; expense management; infrastructure support programs; human resource programs; customer programs; technology development programs; merger or acquisition integration; or any combination of any of the foregoing, and may be particular to a Participant or may be based, in whole or in part, on the performance of the division, department, line of business, subsidiary, or other business unit, whether or not legally constituted, in which the Participant works or on the performance of the Company generally. generally View More

Performance Goals. Means the performance goal or goals as set forth in the Grant Letter Letter.

Performance Goals. Means the The performance goal or goals as set forth in the Grant Letter

Performance Goals. Means, for a Performance Period, the one or more goals established by the Administrator for the Performance Period based upon the Performance Criteria. Period. Performance Goals may be based on a Company-wide basis, with respect to one or more business units, divisions, Affiliates, Subsidiaries, or business segments, and in either absolute terms or relative to the performance of one or more comparable companies or the performance of one or more relevant indices. The Administrator indices, and... may be based on financial performance, achievement of strategic objectives, or any other organizational goals, all as determined by the Administrator. Unless specified otherwise by the Board (i) in the Award Agreement at the time the Award is authorized to granted or (ii) in such other document setting forth the Performance Goals at the time the Performance Goals are established, the Board will appropriately make appropriate adjustments in the method of calculating the attainment of Performance Goals for a Performance Period as follows: (i) (1) to exclude restructuring and/or other nonrecurring charges; (ii) (2) to exclude exchange rate effects, as applicable, for non-U.S. dollar denominated Performance Goals; (iii) effects; (3) to exclude the effects of changes to generally accepted accounting principles; (iv) (4) to exclude the effects of any statutory adjustments to corporate tax rates; (v) (5) to exclude the effects of items that are "unusual" in nature or occur "infrequently" as determined under generally accepted accounting principles; (vi) (6) to exclude the dilutive effects of acquisitions or joint ventures; (vii) (7) to assume that any business divested by the Company achieved performance objectives at targeted levels during the balance of a Performance Period following such divestiture; (viii) (8) to exclude the effect of any change in the outstanding shares of common stock of the Company by reason of any stock dividend or split, stock repurchase, reorganization, recapitalization, merger, consolidation, spin-off, combination or exchange of shares or other similar corporate change, or any distributions to common shareholders stockholders other than regular cash dividends; (ix) (9) to exclude the effects of stock based compensation and/or and the award of an annual cash incentive bonuses under the Company's annual incentive program; (x) bonus plans; (10) to exclude costs incurred in connection with potential acquisitions or divestitures that are required to expense under generally accepted accounting principles; and (11) to exclude the effect goodwill and intangible asset impairment charges that are required to be recorded under generally accepted accounting principles. In addition, the Board retains the discretion to reduce or eliminate the compensation or economic benefit due upon attainment of any other unusual, non-recurring gain Performance Goals and to define the manner of calculating the performance criteria it selects to use for such Performance Period. Partial achievement of the specified criteria may result in the payment or loss vesting corresponding to the degree of achievement as specified in the Award Agreement or other extraordinary item; and (xi) to make other appropriate adjustments selected by the Administrator. written terms of a Performance Award View More

Performance Goals. Means, for For a Performance Period, Plan Year, the one or more goals established by the Administrator Committee for the Performance Period Plan Year based upon the Performance Criteria. Performance Goals may be based set on a Company-wide URS-wide basis, with respect to one or more business units, divisions, Affiliates, or business segments, and in either absolute terms or relative to other Performance Criteria or internally generated business plans approved by the Board, the performance of... one or more comparable companies or a relevant index. As authorized under the performance of one or more relevant indices. The Administrator is authorized to EIP, the Committee shall appropriately make appropriate adjustments in the method of calculating the attainment of Performance Goals for a Plan Year as follows, provided that such adjustments shall only be made with respect to any of the following that are objectively determinable and determined by the Committee to have a material effect on the calculation of the Performance Period as follows: Goals: (i) to exclude restructuring and/or other nonrecurring charges; (ii) to exclude exchange rate effects, as applicable, for non-U.S. dollar denominated Performance Goals; net sales and operating earnings; (iii) to exclude the effects of changes to generally accepted accounting principles; standards required by the Financial Accounting Standards Board; (iv) to exclude the effects of any statutory adjustments to corporate tax rates; (v) to exclude the effects of items that are "unusual" in nature or occur "infrequently" any "extraordinary items" as determined under generally accepted accounting principles; (vi) to exclude any other unusual, non-recurring gain or loss or other extraordinary item; (vii) to respond to, or in anticipation of, any unusual or extraordinary corporate item, transaction, event or development; (viii) to respond to, or in anticipation of, changes in applicable laws, regulations, accounting principles, or business conditions; (ix) to exclude the dilutive effects of acquisitions or joint ventures; (vii) (x) to assume that any business divested by the Company URS achieved performance objectives at targeted levels during the balance of a Performance Period Plan Year following such divestiture; (viii) (xi) to exclude the effect of any change in the outstanding shares of common stock of the Company URS by reason of any stock dividend or split, stock repurchase, reorganization, recapitalization, merger, consolidation, spin-off, combination or exchange of shares or other similar corporate change, or any distributions to common shareholders other than regular cash dividends; (ix) (xii) to exclude the effects reflect a corporate transaction, such as a merger, consolidation, separation (including a spinoff or other distribution of stock based or property by a corporation), or reorganization (whether or not such reorganization comes within the definition of such term in Section 368 of the Code); and (xiii) to reflect any partial or complete corporate liquidation. The Committee also retains the discretion to reduce or eliminate the compensation and/or the award or economic benefit due upon attainment of an annual cash incentive under the Company's annual incentive program; (x) to exclude the effect of any other unusual, non-recurring gain or loss or other extraordinary item; and (xi) to make other appropriate adjustments selected by the Administrator. Performance Goals. View More

Performance Goals. Goals and objectives established by the Board, in its sole discretion, as contingencies for Awards to vest and/or become exercisable or distributable based on such criteria and objectives as the Board may select from time to time, subject to the limitations of Section 162(m) of the Code, including, without limitation, the performance of the Recipient, the Company, one or more of its Affiliates or divisions or any combination of the foregoing. foregoing

Performance Goals. Goals and objectives established by the Board, in its sole discretion, as contingencies for Awards to vest and/or become exercisable or distributable based on such criteria and objectives as the Board may select from time to time, subject to the limitations of Section 162(m) of the Code, including, without limitation, the performance of the Recipient, the Company, one or more of its Affiliates or divisions or any combination of the foregoing.