In the event a Change in Control ends the Performance Period, then (i) any RSUs that do not become eligible to Fully Vest pursuant to Section 3(b) above, and all unpaid Dividend Equivalents associated with such RSUs, shall thereupon automatically be forfeited by the Participant immediately prior to such Change in Control without payment of any consideration therefor; and (ii) any CIC RSUs that become eligible to Fully Vest pursuant to Section 3(b) above shall remain outstanding and eligible to vest in accordance with Section 3(b) above and shall remain subject to forfeiture in accordance with this Section 5. If the Participant experiences a Termination of Service other than a Qualifying Termination during the twelve (12)-month period following such Change in Control, any RSUs that are not Fully Vested as of the date of termination (after taking into consideration any accelerated vesting that may apply, if any) and any unpaid Dividend Equivalents associated with such RSUs shall each thereupon automatically be forfeited by the Participant as of the date of termination without payment of any consideration therefor.