DuPont 2011 Annual Report Download - page 108

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XI. TERMINATION OF EMPLOYMENT
1 The Compensation Committee shall, subject to the provisions of the Plan, determine the rules relating to rights under stock options, stock appreciation
rights and restricted grants upon a grantee's termination of employment.
2 A grantee shall forfeit all rights under stock options, stock appreciation rights and restricted stock grants -
(a) if the grantee is dismissed or leaves the service of the plan companies for any reason other than his or her death, or retirement pursuant to the
provisions of the pension or retirement plan or policy of a plan company, or
(b) if the grantee retires pursuant to the provisions of the pension or retirement plan or policy of a plan company, and if thereafter the
Compensation Committee, after a hearing at which the grantee shall be entitled to be present, shall find that he or she has willfully engaged in
any activity which is harmful to the interest of any of such companies;
provided, however, that such stock options, stock appreciation rights and restricted stock grants may continue in effect to such extent and under such
conditions as the Compensation Committee may determine; and provided, further, that the Compensation Committee may accelerate or waive any
restrictions or conditions applicable to restricted stock grants, in whole or in part, based on such factors and criteria as the Compensation Committee
may determine.
3 Upon the death of the grantee or his or her retirement pursuant to the provisions of the pension or retirement plan or policy of a plan company,
whichever shall first occur, the number of shares subject to option and the number of stock appreciation rights shall be limited to that number of
shares and rights which the grantee could have acquired or exercised under the terms of his or her grant or grants on the date of such death or
retirement, and the options or rights representing the remainder of the grant or grants shall terminate.