Subject to Sections 8 and 9 below and notwithstanding anything in any employment or other agreement between the Participant and the Corporation to the contrary, to the extent that the performance criteria set forth on Appendix A hereto is determined by the Administrator to be satisfied, the actual number of shares of Performance Restricted Stock determined by the Administrator to have been earned by the Participant shall vest in equal installments on the first, second and third anniversaries of the Award Date (each, a “ Vesting Date ” and the period between the Award Date and the applicable Vesting Date, the “ Vesting Period ”).