The offer of Pro-Rated STIP Eligibility and the Modified Vesting shall be open until the close of business twenty-one (21) calendar days from the Retirement Date. Pro-Rated STIP Eligibility and consummation of the Modified Vesting shall be subject to effectiveness of this Agreement and shall occur on the Effective Date as described in Section 8. Pro-Rated STIP Eligibility and any award with respect thereto shall be subject to the terms and provisions of the STIP.