Supercuts 2005 Annual Report Download - page 116

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profit or income; net income; operating margin; net income margin; return on net assets; economic value added; return on total assets; return on
common equity; return on total capital; total shareholder return; revenue; revenue growth; earnings before interest, taxes, depreciation and
amortization (“ EBITDA ”); EBITDA growth; funds from operations per share and per share growth; cash available for distribution; cash
available for distribution per share and per share growth; share price performance on an absolute basis and relative to an index of earnings per
share or improvements in the Company’s attainment of expense levels; and implementing or completion of critical projects. The foregoing
criteria shall have any reasonable definitions that the Committee may specify, which may include or exclude any or all of the following items
as the Committee may specify: extraordinary, unusual or non-recurring items; effects of accounting changes; effects of financing activities
(e.g., effect on EPS of issuance of convertible debt securities); expenses for restructuring or productivity initiatives; other non-operating items;
spending for acquisitions; effects of divestitures; and effects of litigation activities and settlements. Any such performance criterion or
combination of such criteria may apply to a Participant’s Award opportunity in its entirety or to any designated portion or portions of the
Award opportunity, as the Committee may specify. Unless the Committee determines otherwise for any Performance Period, extraordinary
items, such as capital gains and losses, which affect any performance criterion applicable to the Award (including but not limited to the
criterion of net income) shall be excluded or included in determining the extent to which the corresponding performance goal has been
achieved, whichever will produce the higher Award. In the event applicable tax or other laws change to permit the Committee discretion to
alter the governing performance measures without obtaining shareholder approval of such changes, the Committee shall have sole discretion to
make such changes without obtaining shareholder approval.
5.4 Payments . After the close of the applicable Performance Period, the Committee shall determine the extent to which the
established Performance Goals have been achieved. Before any payment is made under the Plan, the Committee must certify in writing, as
reflected in its minutes, that the Performance Goals established with respect to an Award have been achieved. Payment with respect to Awards
for Covered Employees shall be a direct function of the extent to which the Company’s Performance Goals have been achieved. The
Committee may, in its discretion, reduce or eliminate the amount of payment with respect to an Award to a Covered Employee,
notwithstanding the achievement of a specified performance condition. In the event of a Participant’s Termination of Employment prior to the
end of the Performance Period for any reason, the amount payable with respect to such Award will be governed by the provisions of Section
5.5.
5.5 Termination of Employment Due to Death, Disability or Other Reason . In the event of a Termination of Employment due
to death or Disability during a Performance Period, the Participant shall receive a pro rata share of the Award relating to such Performance
Period. Unless otherwise determined by the Committee, in the event that a Participant’s employment terminates for any other reason (whether
or not the Termination of Employment is for Cause), all Awards not yet paid to the Participant shall be forfeited by the Participant to the
Company. Distribution of amounts with respect to earned Awards may be made at the same time payments are made to Participants who did
not incur a Termination of Employment during the applicable Performance Period.
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