Burger King 2013 Annual Report Download - page 161

If your Service terminates prior to the Vesting Date by reason of your death, Retirement or Disability (as defined below), you (or, if applicable, such
other person who is entitled to exercise this Option) shall be vested in the number of Shares as if the Shares subject to the Option vested 20% on each of
December 31, 2012, December 31, 2013, December 31, 2014, December 31, 2015 and December 31, 2016, respectively, and you (or, if applicable, such
other person who is entitled to exercise this Option) may exercise the Option to the extent vested on the date of termination of your Service as provided for below.
Notwithstanding anything in this Agreement to the contrary, if the Company or any of its Affiliates, in its sole discretion, enters into a Consulting
Agreement with you following a termination of your Service Without Cause or due to your voluntary resignation on or after January 1, 2014 but prior to the
Vesting Date, and your services under the Consulting Agreement are terminated for Cause prior to the Vesting Date, then upon any such termination, you will
forfeit this Option without any consideration due to you. For the avoidance of doubt, if not otherwise forfeited in connection with the termination of your
Service, this Option will continue in full force and effect upon the expiration or earlier termination of the Consulting Agreement prior to the Vesting Date
Without Cause or due to your death or Disability.
Subject to any terms and conditions that the Committee may impose in accordance with Section 13 of the Plan, in the event that a Change in Control
occurs and, within twelve (12) months following the date of such Change in Control, your Service is terminated by the Company Without Cause (as defined
herein), this Option shall vest in full upon such termination. In the event that there is a conflict between the terms of this Award Agreement regarding the effect
of a Change in Control on this Option and the terms of any Employment Agreement, the terms of this Option Award Agreement will govern.
To the extent this Option is or becomes exercisable on the date of termination of your Service, then, if you (or, if applicable, such other person who is
entitled to exercise this Option) do not exercise this Option on or prior to the expiration of the Option Exercise Period (as set forth below), this Option will
terminate. In no event may you exercise this Option after the Expiration Date.
Type of Termination Option Exercise Period
Retirement One year period beginning on the date of termination
Disability One year period beginning on the date of termination
Death One year period beginning on the date of termination
For Cause None, the Option expires immediately
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Source: Burger King Worldwide, Inc., 10-K, February 21, 2014 Powered by Morningstar® Document Research℠
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