The Plan is discretionary in nature and may be varied, suspended or terminated by the Company at any time and for any reason. With respect to the Plan, (a) each grant of Performance Shares is a one-time benefit which does not create any contractual or other right to receive future grants of Performance Shares, or benefits in lieu of Performance Shares; (b) all determinations with respect to any such future grants, including, but not limited to, the times when the Performance Shares shall be granted, the number of Performance Shares, and the Incentive Period, will be at the sole discretion of the Company; (c) the Employee’s participation in the Plan shall not create a right to further employment with the Subsidiary and shall not interfere with the ability of the Subsidiary to terminate the Employee’s employment relationship at any time with or without cause; (d) notwithstanding any provision of the Plan, the Award Agreement or these Terms and Conditions, the Employee's participation in the Plan shall not create an employment relationship between the Employee and the Company, and the Plan, the Award Agreement and these Terms and Conditions do not constitute all or any part of any employment contract; (e) the Employee’s participation in the Plan is voluntary; (f) the Performance Shares are not part of normal and expected compensation for purposes of calculating any severance, resignation, redundancy, end of service payment, bonuses, long-service awards, pension or retirement benefits, or similar payments; and (g) the future value of the Performance Shares is unknown and cannot be predicted with certainty.