Amendment No. 3 to Form S-1 Table of Contents within 180 days prior to a change in control, 100% of the Time-Based Units and a prorated portion of the Performance-Based Units that would have otherwise vested on the next scheduled vesting date, and (iii) upon a change in control, 100% of the Time-Based Units. Because there was no public market for our equity as of February 28, 2015, the market value of the Series 1 Incentive Units as of that date is not determinable. Accordingly, we cannot calculate the value of accelerated vesting of Series 1 Incentive Units as of that date. Robert B. Dimond Payments and Benefits Cash Payments Health Benefits Total Death or Disability (5) 175.000(1) 175,000 For Cause or Without Without Cause or for Good Reason Good Reason (5) 3,266,667(2) 56,292(3) 3,322,959 (1) Reflects a lump sum cash payment in an amount equal to 25% of Mr. Dimond's base salary. (2) Reflects a lump sum cash payment equal to the sum of Mr. Dimond's base salary plus target annual bonus, in each case for the remainder of the term of his employment under his employment agreement (35 months following February 28, 2015). (3) Reflects the cost of reimbursement for up to 36 months continuation of health coverage. Payments and Benefits Cash Payments Health Benefits Total Justin Dye Death or Disability fp 187,500(1) 187.500 For Cause or Without Without Cause or for Good Reason Good Reason (5) 3,500,000(2) 37,137(3) 3,537,137 (1) Reflects a lump sum cash payment in an amount equal to 25% of Mr. Dye's base salary. (2) Reflects a lump sum cash payment equal to the sum of Mr. Dye's base salary plus target annual bonus, in each case for the remainder of the term of his employment under his employment agreement (35 months following February 28, 2015). (3) Reflects the cost of reimbursement for up to 36 months continuation of health coverage. Payments and Benefits Cash Payments Health Benefits Total Wayne A. Denningham Death