Common use of Beneficiary Clause in Contracts

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee Participant in accordance herewith (the person who is the EmployeeParticipant's Beneficiary at the time of his or her death herein is referred to as the "Beneficiary") shall be entitled to receive exercise the Restricted Stock to be released Option, to the Beneficiary under Paragraphs 3 and 5 as a result of extent it is exercisable, after the death of the Employee and the Stock to be delivered in settlement of RSUsParticipant. The Employee Participant may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the CommitteeBoard of Directors. The last such designation received by the Committee Board of Directors shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee Board of Directors prior to the EmployeeParticipant's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an EmployeeParticipant's death, or if no designated Beneficiary survives the Employee Participant or if such designation conflicts with law, upon the death of the Employee, the EmployeeParticipant's estate shall be entitled to receive exercise the Restricted Stock and Option, to the Stock to be delivered in settlement extent it is exercisable after the death of RSUsOptionee. If the Committee Board of Directors is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsexercise the Option, the Company may retain the same and any distributions thereonrefuse to recognize such exercise, without liability for any interest thereonor dividends on the underlying Shares, until the Committee Board of Directors determines the person entitled theretoto exercise the Option, or the Company may deliver such all of such property and any distributions thereon apply to any court of appropriate jurisdiction and such delivery application shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The Employee may designate a beneficiary or beneficiaries (a) which may include a trust or the Employee's estate), and may, in addition, name a contingent beneficiary. Such designation shall be made in writing in a form acceptable to the Custodian. The person whose name appears on Employee may, at any time, revoke his or her designation of a beneficiary or change the signature page hereof after beneficiary by filing notice of such revocation or change with the caption "Beneficiary" Custodian, provided that no such designation or any successor designated change in designation executed by the Employee in accordance herewith prior to death may be filed with the Custodian more than thirty (the person who is 30) days following the Employee's Beneficiary death. Notwithstanding the foregoing, in the event the Employee is married at the time of his death herein referred to as death, the "Beneficiary") beneficiary shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, surviving spouse unless such spouse has consented in writing to the designation of an alternative beneficiary after notice of the spouse's rights and in such consent was witnessed by a notary public or representative of the Employer. In the event no event shall any valid designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation beneficiary is in effect on file with the Employer or the Custodian at the time date of an death or no designated beneficiary survives the Employee, the Employee's death, or if no designated Beneficiary survives spouse shall be deemed the beneficiary; in the further event the Employee is unmarried or if such designation conflicts with law, upon the death of the Employeehis spouse does not survive him, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock deemed to be delivered his beneficiary. Direct Rollover Option In the case of any distribution from this Custodial Account that constitutes an "eligible rollover distribution" as defined in settlement Section 402(c)(4) of RSUsthe Code, the Custodian shall provide the Employee or beneficiary with the option of (A) receiving the distribution directly, (B) having the distribution transferred to an individual retirement account or eligible 403(b) program that accepts such "direct rollovers", or (C) to the extent required under regulations issued by the Secretary of the Treasury, a combination of (A) and (B). If the Committee is in doubt Employee or beneficiary timely elects the transfer option and provides the Custodian with such information as the Custodian may prescribe regarding the transferee plan or account, including the name of the transferee plan or account and identity of the trustee or custodian, the distribution amount shall be transferred to the right successor trustee or custodian in a "direct rollover" in accordance with Sections 403(b)(10) and 401(a)(31) of the Code. The Custodian may elect to accomplish the "direct rollover" by delivering to the Employee or beneficiary a check, for the full amount of the distribution, but made payable to the trustee or custodian of the transferee plan or account. The Employee or beneficiary shall then be responsible for delivering the check to the trustee or custodian or the transferee plan. If the Employee or beneficiary elects payments made directly to the Employee or beneficiary, distribution shall be accomplished by delivering to the Employee or beneficiary a check, for the amount of the distribution less applicable required withholding, made payable to the Employee or beneficiary. If the Employee or beneficiary fails to make a timely election, or if the participant or beneficiary elects the transfer option but fails to provide the Custodian with appropriate information to enable the Custodian to implement the transfer, the Custodian shall, subject to applicable consent requirements, cause the Employee's or beneficiary's distribution to be paid directly to the Employee or beneficiary, less applicable required withholding. The Custodian need not offer the "direct rollover" option in the case of any person to receive such Restricted Stock distribution that has been exempted from the "direct rollover" requirements under rules and regulations issued (whether in proposed, temporary or Stock final form) by the Secretary of the Treasury. In addition, the Custodian may promulgate additional rules and regulations, including rules and regulations governing the time by which elections must be made, that it determines to be delivered necessary or desirable to the administer this provision. The Custodian shall not be responsible for the tax consequences resulting from an Employee's election between receiving a distribution directly or having the distribution transferred to an individual retirement account or eligible 403(b) program in settlement a "direct rollover." Responsibilities of RSUsCustodian The Custodian does not assume and shall not have any responsibility to make any distribution except in accordance with written instructions received by the Custodian. In addition, the Company may retain the same no distribution shall be made unless and any distributions thereon, without liability for any interest thereon, until the Committee determines Custodian shall have been furnished with all certificates, signature guarantees and other documents (including proof of any legal representative's authority) that the person entitled thereto, or Custodian may have requested. Tax Withholding Any distribution made by the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery Custodian from the Custodial Account shall be a complete discharge of the liability of the Company thereforsubject to withholding in accordance with applicable law.

Beneficiary. (aFor purposes of the Plan, a Beneficiary is the person or persons designated as such in accordance with Code Section 401(a)(9) The person whose name appears on and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant’s surviving Spouse if the Participant’s surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person’s death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change his limit the manner of distribution thereto. In the event a Participant or the Participant’s surviving Spouse, as the case may be, fails to properly designate a Beneficiary without (including, as improper, a designation to which the consent Participant’s surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant’s surviving Spouse, as applicable, then the Beneficiary of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee person shall be controlling; providedhis surviving Spouse or, howeverif none, that his issue per stirpes or, if no designationissue, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and Participant’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives designation last accepted by the Employee Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling and, whether or if such designation conflicts with law, upon the death not fully dispositive of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge vested portion of the liability account of the Company thereforParticipant involved, thereupon shall revoke all such forms previously filed by that person.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Participating Key Employee in accordance herewith with the terms of this Agreement (the person who is the Participating Key Employee's ’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsParticipating Key Employee. The Participating Key Employee may from time to time revoke or change his or her Beneficiary without the consent of any prior Beneficiary by filing a new designation with the CommitteeCommittee (as defined in the Plan). The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Participating Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an a Participating Key Employee's ’s death, or if no designated Beneficiary survives the Participating Key Employee or if such designation conflicts with applicable law, upon the death of the Participating Key Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement released from the restrictions of RSUsParagraph 2 upon the death of the Participating Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same and any distributions thereonRestricted Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Stock to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" Committee as his or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein her beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of Units that vest following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his or her Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an the Key Employee's ’s death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Key Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and Units that vest following the Stock to be delivered in settlement death of RSUsthe Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsUnits, then the Company may retain the same and any distributions thereonsuch Restricted Stock Units, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Stock Units to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsEmployee. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and upon the Stock to be delivered in settlement death of RSUsthe Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same such Stock and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property Restricted Stock and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee Participant in accordance herewith (the person who is the EmployeeParticipant's Beneficiary at the time of his or her death herein is referred to as the "Beneficiary") shall will be entitled to receive exercise the Restricted Stock to be released Option, to the Beneficiary under Paragraphs 3 and 5 as a result of extent it is exercisable, after the death of the Employee and the Stock to be delivered in settlement of RSUsParticipant. The Employee Participant may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the CommitteeBoard of Directors. The last such designation received by the Committee shall Board of Directors will be controlling; provided, however, that no designation, or change or revocation thereof, shall will be effective unless received by the Committee Board of Directors prior to the EmployeeParticipant's death, and in no event shall will any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an EmployeeParticipant's death, or if no designated Beneficiary survives the Employee Participant or if such designation conflicts with law, upon Participant's estate will be entitled to exercise the Option, to the extent it is exercisable after the death of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUsOptionee. If the Committee Board of Directors is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsexercise the Option, the Company may retain the same and any distributions thereonrefuse to recognize such exercise, without liability for any interest thereonor dividends on the underlying Shares, until the Committee Board of Directors determines the person entitled theretoto exercise the Option, or the Company may deliver such all of such property and any distributions thereon to file an interpleader action with any court of appropriate jurisdiction and such delivery shall application will be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by that the Key Employee designates in accordance herewith (the person who is the Key Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the Restricted Stock to be released to Shares that vest and the Beneficiary under Paragraphs 3 and 5 as a result of Performance Units that are earned following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an the Key Employee's death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Employee, the Key Employee's estate shall be entitled to receive the Restricted Stock Shares that vest and the Stock to be delivered in settlement Performance Units that are earned following the death of RSUsthe Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsShares and/or Performance Units, then the Company may retain such Restricted Shares and the same and any distributions thereoncash payment associated with the Performance Units, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property Restricted Shares and any distributions thereon the cash payment associated with the Performance Units to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The For purposes of the Plan, a Beneficiary is the person whose name appears on or persons designated as such in accordance with Code Section 401(a)(9) and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant's surviving Spouse if the Participant's surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person's death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change limit the manner of distribution thereto. In the event a Participant or the Participant's surviving Spouse, as the case may be, fails to properly designate a Beneficiary (including, as improper, a designation to which the Participant's surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant's surviving Spouse, as applicable, then the Beneficiary of such person shall be his Beneficiary without surviving Spouse or, if none, his issue per stirpes or, if no issue, the consent of any prior Beneficiary by filing a new designation with Participant's surviving parents in equal shares, or if no surviving parents, then to the CommitteeParticipant's estate. The Beneficiary designation last such designation received accepted by the Committee Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling; providedcontrolling and, howeverwhether or not fully dispositive of the vested portion of the account of the Participant involved, thereupon shall revoke all such forms previously filed by that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receiptperson. (b) Notwithstanding subparagraph (a) of this paragraph 7.8, the designation by a married Participant of any Beneficiary other than the Participant's Spouse, or the change of any such Beneficiary to a new Beneficiary other than the Participant's Spouse, shall not be valid unless made in writing and consented to by the Participant's Spouse. The Spouse's consent to such designation must be made in the manner described in this paragraph 7.8. (c) Any Beneficiary designation made and in effect under a Qualified Plan immediately prior to that Plan's amendment and continuation in the form of this Plan shall be deemed to be a valid Beneficiary designation filed under this Plan to the extent consistent with this Plan. If no such Beneficiary designation is was made with respect to a Qualified Plan that permitted the Participant to designate without spousal consent a Beneficiary to receive 50% of the Participant's account balance in effect at the time event of an Employeethe Participant's death, or if no with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall be applied by application of 50% of the vested portion of the Participant's account toward the purchase of a Qualified Pre-Retirement Survivor Annuity and the balance of the Participant's account shall be paid to the designated Beneficiary survives pursuant to the Employee or if provisions of Article VIII. In such designation conflicts with lawevent, upon the death amount of Voluntary After-tax Contributions applied to the purchase of the Employee, the Employee's estate annuity shall be entitled to receive in the Restricted Stock and same proportion as the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as Voluntary After-tax Contributions bear to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company thereforentire Participant's account.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary delivered in settlement of RSUs under Paragraphs 3 and Paragraph 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsEmployee. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsproperty, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on If an Event of Default occurs and is continuing, to the signature page hereof after extent permitted by Governmental Rule, Beneficiary may have a receiver appointed with the caption "Beneficiary" minimum notice to Trustor or any successor designated third party required by law, and Beneficiary may waive any requirement that the Employee receiver post a bond. If an Event of Default occurs and is continuing, to the extent permitted by Governmental Rule, Beneficiary shall have the power to negotiate the terms and conditions under which the receiver shall serve. The reasonable expenses, including receiver’s fees, reasonable attorneys’ fees, costs and agents’ compensation, incurred pursuant to the powers herein contained shall be the obligation of Trustor and shall be secured by this Deed of Trust. If an Event of Default occurs and is continuing, the right to enter and take possession of and to manage and operate the Mortgaged Property and to collect all earnings, revenues and receipts as provided herein shall be cumulative to any other right or remedy available to Beneficiary under this Deed of Trust, the other Credit Documents or otherwise available to Beneficiary at law or in equity and may be exercised concurrently therewith or independently thereof, but such rights shall be exercised in a manner which is otherwise in accordance herewith with and consistent with the Credit Documents. Beneficiary shall be liable to account only for such earnings, revenues and receipts (including, without limitation, security deposits) actually received by Beneficiary, whether received pursuant to this section or any other provision hereof. Notwithstanding the person who is appointment of any receiver or other custodian, Beneficiary shall be entitled as the Employee's Beneficiary secured party under the Security Agreement to the possession and control of any cash, deposits, or instruments at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designationheld by, or change payable or revocation thereofdeliverable under the terms of this Deed of Trust to, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receiptBeneficiary. (b) If no such Beneficiary designation is in effect at the time of an Employee's death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The For purposes of the Plan, a Beneficiary is the person whose name appears on or persons designated as such in accordance with Code Section 401(a)(9) and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant’s surviving Spouse if the Participant’s surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person’s death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change limit the manner of distribution thereto. In the event a Participant or the Participant’s surviving Spouse, as the case may be, fails to properly designate a Beneficiary (including, as improper, a designation to which the Participant’s surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant’s surviving Spouse, as applicable, then the Beneficiary of such person shall be his Beneficiary without surviving Spouse or, if none, his issue per stirpes or, if no issue, the consent of any prior Beneficiary by filing a new designation with Participant’s surviving parents in equal shares, or if no surviving parents, then to the CommitteeParticipant’s estate. The Beneficiary designation last such designation received accepted by the Committee Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling; providedcontrolling and, howeverwhether or not fully dispositive of the vested portion of the account of the Participant involved, thereupon shall revoke all such forms previously filed by that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receiptperson. (b) Notwithstanding subparagraph (a) of this paragraph 7.8, the designation by a married Participant of any Beneficiary other than the Participant’s Spouse, or the change of any such Beneficiary to a new Beneficiary other than the Participant’s Spouse, shall not be valid unless made in writing and consented to by the Participant’s Spouse. The Spouse’s consent to such designation must be made in the manner described in this paragraph 7.8. (c) Any Beneficiary designation made and in effect under a Qualified Plan immediately prior to that Plan’s amendment and continuation in the form of this Plan shall be deemed to be a valid Beneficiary designation filed under this Plan to the extent consistent with this Plan. If no such Beneficiary designation is was made with respect to a Qualified Plan that permitted the Participant to designate without spousal consent a Beneficiary to receive 50% of the Participant’s account balance in effect at the time event of an Employee's the Participant’s death, or if no with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall be applied by application of 50% of the vested portion of the Participant’s account toward the purchase of a Qualified Pre-Retirement Survivor Annuity and the balance of the Participant’s account shall be paid to the designated Beneficiary survives pursuant to the Employee or if provisions of Article VIII. In such designation conflicts with lawevent, upon the death amount of Voluntary After-tax Contributions applied to the purchase of the Employee, the Employee's estate annuity shall be entitled to receive in the Restricted Stock and same proportion as the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as Voluntary After-tax Contributions bear to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company thereforentire Participant’s account.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Non-Employee Director in accordance herewith (the person who is the EmployeeNon-Employee Director's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the vested Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Non-Employee and the Stock to be delivered in settlement of RSUsDirector. The Non-Employee Director may from time to time revoke or change his the Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the EmployeeNon-Employee Director's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an EmployeeNon-Employee Director's death, or if no designated Beneficiary survives the Non-Employee Director or if such designation conflicts with law, upon the death of the Employee, the EmployeeNon-Employee Director's estate shall be entitled to receive the Restricted Stock and upon the death of the Non-Employee Director. (b) A Permitted Transferee shall be entitled to designate a Beneficiary with respect to the shares of Restricted Stock transferred to the Permitted Transferee by completing the appropriate portion of the election form contemplated by Paragraph 5 of the Rules (the "Election Form"). Such Beneficiary shall be entitled to receive the vested Restricted Stock to be delivered released under Paragraphs 3 and 5 as a result of the death of the Non-Employee Director or otherwise to be released hereunder if, in settlement either case, the Permitted Transferee dies, prior to such release. The Permitted Transferee may from time to time revoke or change such Beneficiary without the consent of RSUsany prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling, provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Non-Employee Director's death, and in no event shall any designation be effective as of a date prior to such receipt. If no such designated Beneficiary survives the Permitted Transferee, such Beneficiary's estate, of if such designation conflicts with law, the Permitted Transferee's estate, shall be entitled to receive the Restricted Stock released hereunder. (c) If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same and any distributions thereonsuch Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Stock to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on Each Key Employee, Director and/or his or her Transferee may file with the signature page hereof after the caption "Beneficiary" Company a written designation of one or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein referred to more persons as the "Beneficiary") Beneficiary who shall be entitled to receive the Restricted Stock to be released to Award, if any, payable under the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsPlan upon his or her death. The Employee A Key Employee, Director or Transferee may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the CommitteeCompany. The last such designation received by the Committee Company shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee Company prior to the Key Employee's, Director's or Transferee's death, as the case may be, and in no event shall any designation it be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an a Key Employee's, Director's or Transferee's death, as the case may be, or if no designated Beneficiary survives the Employee Key Employee, Director or Transferee or if such designation conflicts with law, upon the death of Key Employee's, Director's or Transferee's estate, as the Employeecase may be, the Employee's estate shall be entitled to receive the Restricted Stock and Award, if any, payable under the Stock to be delivered in settlement of RSUsPlan upon his or her death. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsAward, the Company may retain the same and any distributions thereonsuch Award, without liability for any interest thereon, until the Committee determines the person entitled rights thereto, or the Company may deliver pay such all of such property and any distributions thereon to Award into any court of appropriate jurisdiction and such delivery payment shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (aFor purposes of the Plan, a Beneficiary is the person or persons designated as such in accordance with Code Section 401(a)(9) The person whose name appears on and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant's surviving Spouse if the Participant's surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person's death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change his limit the manner of distribution thereto. In the event a Participant or the Participant's surviving Spouse, as the case may be, fails to properly designate a Beneficiary without (including, as improper, a designation to which the consent Participant's surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant's surviving Spouse, as applicable, then the Beneficiary of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee person shall be controlling; providedhis surviving Spouse or, howeverif none, that his issue per stirpes or, if no designationissue, or change or revocation thereof, shall be effective unless received by the Committee prior to the EmployeeParticipant's death, and surviving parents in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's deathequal shares, or if no designated surviving parents, then to the Participant's estate. The Beneficiary survives designation last accepted by the Employee Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling and, whether or if such designation conflicts with law, upon the death not fully dispositive of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge vested portion of the liability account of the Company thereforParticipant involved, thereupon shall revoke all such forms previously filed by that person.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Key Employee in accordance herewith (the person who is the Key Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive such portion, if any, of the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an a Key Employee's death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon the death of the Employee, the Key Employee's estate shall be entitled to receive the portion, if any, of the Restricted Stock and the Stock to be delivered in settlement released from the restrictions of RSUsParagraph 2 upon the death of the Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same and any distributions thereonsuch Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Stock to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee Director in accordance herewith (the person who is the Employee's Director’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee Director and the Stock to be delivered in settlement of RSUs. The Employee Director may from time to time revoke or change his the Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's Director’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an Employee's the Director’s death, or if no designated Beneficiary survives the Employee Director or if such designation conflicts with law, upon the death of the Employee, the Employee's Director’s estate shall be entitled to receive the Restricted Stock upon the death of the Director and the Stock to be delivered in settlement of RSUs. (b) A Permitted Transferee shall be entitled to designate a Beneficiary with respect to the shares of Restricted Stock transferred to the Permitted Transferee by completing the appropriate portion of the election form contemplated by Paragraph 5 of the Rules (the “Election Form”). Such Beneficiary shall be entitled to receive the vested Restricted Stock to be released under Paragraphs 3 and 5 as a result of the death of the Director or otherwise to be released hereunder if, in either case, the Permitted Transferee dies, prior to such release. The Permitted Transferee may from time to time revoke or change such Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling, provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Director’s death, and in no event shall any designation be effective as of a date prior to such receipt. If no such designated Beneficiary survives the Permitted Transferee, such Beneficiary’s estate, of if such designation conflicts with law, the Permitted Transferee’s estate, shall be entitled to receive the Restricted Stock released hereunder. (c) If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereonsuch Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all Restricted Stock or Stock to be delivered in settlement of such property and any distributions thereon RSUs to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) A Participant may by Notice, subject to subsection 8.5 of this Contract, designate a Beneficiary and the Participant may change such designation at any time. The person whose name appears on designation of a Beneficiary shall be in accordance with the signature page hereof after provisions of the caption "Beneficiary" Plan, if any. Notice of a designation or any successor designated change of Beneficiary shall upon receipt by the Employee in accordance herewith (Company take effect as of the person who date the Notice was signed, whether or not the Participant or Beneficiary is the Employee's Beneficiary living at the time of his death herein referred to its receipt. Unless specifically designated as the "a secondary Beneficiary") , all Beneficiaries shall be entitled to receive the Restricted Stock deemed to be released to primary Beneficiaries. A Participant may not designate the Beneficiary under Paragraphs 3 and 5 Employer as a result Beneficiary. Any such designation shall be invalid and benefits shall be paid as if no such designation had been made. Upon the Company’s receipt of Notice and satisfactory proof of the Participant’s death or when payments are being made under annuity option (D), the death of the Employee Participant and the Stock joint annuitant, benefits shall be paid to the primary Beneficiary. If no primary Beneficiary is living at the time benefits become payable, the Company shall pay the benefits to the secondary Beneficiary. If benefits are to be delivered in settlement of RSUs. The Employee may from time paid to time revoke or change his more than one Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee they shall be controlling; providedpaid in equal shares, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior other proportions are set forth in writing to the Employee's deathCompany at the time the most current Beneficiary election was made. If no Beneficiary has been designated or no designated Beneficiary is living at the time any benefits become payable under this Contract, and in no event the Company shall any designation be effective as pay benefits to the first surviving class of a date prior the following: (a) to such receipt.the Participant’s surviving spouse; or (b) to the Participant’s surviving children in equal shares; or (c) to the Participant’s surviving parents in equal shares; or (d) to the Participant’s surviving brothers and sisters in equal shares; or (e) to the executor or administrator of the Participant’s estate. If no such Beneficiary designation this Contract is subject to a Plan, then notwithstanding any provision of this Contract to the contrary, and subject to any qualified domestic relations order as defined in Section 414(p) of the Code in effect with respect to the Participant, for plans that contain spousal consent requirements the legal spouse of the Participant at the time of an Employee's death, the Participant’s death shall be deemed the sole primary Beneficiary unless such legal spouse has executed a spousal waiver in a form and manner in accordance with the provisions of the Plan. Any such spousal waiver must be provided to the Company prior to the Annuity Commencement Date or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the date of death of the EmployeeParticipant, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee whichever is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company thereforearlier.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee Director in accordance herewith (the person who is the EmployeeDirector's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the [vested] Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee Director and the Stock to be delivered in settlement of RSUs. The Employee Director may from time to time revoke or change his the Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the EmployeeDirector's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an Employeethe Director's death, or if no designated Beneficiary survives the Employee Director or if such designation conflicts with law, upon the death of the Employee, the EmployeeDirector's estate shall be entitled to receive the Restricted Stock upon the death of the Director and the Stock to be delivered in settlement of RSUs. (b) A Permitted Transferee shall be entitled to designate a Beneficiary with respect to the shares of Restricted Stock transferred to the Permitted Transferee by completing the appropriate portion of the election form contemplated by Paragraph 5 of the Rules (the "Election Form"). Such Beneficiary shall be entitled to receive the vested Restricted Stock to be released under Paragraphs 3 and 5 as a result of the death of the Director or otherwise to be released hereunder if, in either case, the Permitted Transferee dies, prior to such release. The Permitted Transferee may from time to time revoke or change such Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling, provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Director's death, and in no event shall any designation be effective as of a date prior to such receipt. If no such designated Beneficiary survives the Permitted Transferee, such Beneficiary's estate, of if such designation conflicts with law, the Permitted Transferee's estate, shall be entitled to receive the Restricted Stock released hereunder. (c) If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereonsuch Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all Restricted Stock or Stock to be delivered in settlement of such property and any distributions thereon RSUs to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary delivered in settlement of RSUs under Paragraphs 3 and Paragraph 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsEmployee. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsproperty, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee Participant in accordance herewith (the person who is the EmployeeParticipant's Beneficiary at the time of his or her death herein is referred to as the "Beneficiary") shall be entitled to receive exercise the Restricted Stock to be released Option, to the Beneficiary under Paragraphs 3 and 5 as a result of extent it is exercisable, after the death of the Employee and the Stock to be delivered in settlement of RSUsParticipant. The Employee Participant may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the CommitteeBoard of Directors. The last such designation received by the Committee Board of Directors shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee Board of Directors prior to the EmployeeParticipant's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an EmployeeParticipant's death, or if no designated Beneficiary survives the Employee Participant or if such designation conflicts with law, upon the death of the Employee, the EmployeeParticipant's estate shall be entitled to receive exercise the Restricted Stock and Option, to the Stock to be delivered in settlement extent it is exercisable after the death of RSUsOptionee. If the Committee Board of Directors is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsexercise the Option, the Company may retain the same and any distributions thereonrefuse to recognize such exercise, without liability for any interest thereonor dividends on the underlying Shares, until the Committee Board of Directors determines the person entitled theretoto exercise the Option, or the Company may deliver such all of such property and any distributions thereon to file an interpleader action with any court of appropriate jurisdiction and such delivery application shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (aFor purposes of the Plan, a Beneficiary is the person or persons designated as such in accordance with Code Section 401(a)(9) The person whose name appears on and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant’s surviving Spouse if the Participant’s surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person’s death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change his limit the manner of distribution thereto. In the event a Participant or the Participant’s surviving Spouse, as the case may be, fails to properly designate a Beneficiary without (including, as improper, a designation to which the consent Participant’s surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant’s surviving Spouse, as applicable, then the Beneficiary of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee person shall be controlling; providedhis surviving Spouse or, howeverif none, that his issue per stirpes or, if no designationissue, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and Participant’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives designation last accepted by the Employee Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling and, whether or if such designation conflicts with law, upon the death not fully dispositive of the Employeevested portion of the account of the Participant involved, thereupon shall revoke all such forms previously filed by that person. Notwithstanding subparagraph (a) of this paragraph 7.8, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right designation by a married Participant of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, Beneficiary other than the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled theretoParticipant’s Spouse, or the Company may deliver change of any such all Beneficiary to a new Beneficiary other than the Participant’s Spouse, shall not be valid unless made in writing and consented to by the Participant’s Spouse. The Spouse’s consent to such designation must be made in the manner described in this paragraph 7.8. Any Beneficiary designation made and in effect under a Qualified Plan immediately prior to that Plan’s amendment and continuation in the form of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery this Plan shall be deemed to be a complete discharge valid Beneficiary designation filed under this Plan to the extent consistent with this Plan. If such Beneficiary designation was made with respect to a Qualified Plan that permitted the Participant to designate without spousal consent a Beneficiary to receive 50% of the liability Participant’s account balance in the event of the Company thereforParticipant’s death, with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall be applied by application of 50% of the vested portion of the Participant’s account toward the purchase of a Qualified Pre-Retirement Survivor Annuity and the balance of the Participant’s account shall be paid to the designated Beneficiary pursuant to the provisions of Article VIII. In such event, the amount of Voluntary After-tax Contributions applied to the purchase of the annuity shall be in the same proportion as the Voluntary After-tax Contributions bear to the entire Participant’s account.

Beneficiary. (aFor purposes of the Plan, a Beneficiary is the person or persons designated as such in accordance with Code Section 401(a)(9) The person whose name appears on and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant's surviving Spouse if the Participant's surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person's death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change his limit the manner of distribution thereto. In the event a Participant or the Participant's surviving Spouse, as the case may be, fails to properly designate a Beneficiary without (including, as improper, a designation to which the consent Participant's surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant's surviving Spouse, as applicable, then the Beneficiary of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee person shall be controlling; providedhis surviving Spouse or, howeverif none, that his issue per stirpes or, if no designationissue, or change or revocation thereof, shall be effective unless received by the Committee prior to the EmployeeParticipant's death, and surviving parents in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's deathequal shares, or if no designated surviving parents, then to the Participant's estate. The Beneficiary survives designation last accepted by the Employee Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling and, whether or if such designation conflicts with law, upon the death not fully dispositive of the Employeevested portion of the account of the Participant involved, thereupon shall revoke all such forms previously filed by that person. Notwithstanding subparagraph (a) of this paragraph 7.8, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right designation by a married Participant of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, Beneficiary other than the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled theretoParticipant's Spouse, or the Company may deliver change of any such all Beneficiary to a new Beneficiary other than the Participant's Spouse, shall not be valid unless made in writing and consented to by the Participant's Spouse. The Spouse's consent to such designation must be made in the manner described in this paragraph 7.8. Any Beneficiary designation made and in effect under a Qualified Plan immediately prior to that Plan's amendment and continuation in the form of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery this Plan shall be deemed to be a complete discharge valid Beneficiary designation filed under this Plan to the extent consistent with this Plan. If such Beneficiary designation was made with respect to a Qualified Plan that permitted the Participant to designate without spousal consent a Beneficiary to receive 50% of the liability Participant's account balance in the event of the Company thereforParticipant's death, with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall be applied by application of 50% of the vested portion of the Participant's account toward the purchase of a Qualified Pre-Retirement Survivor Annuity and the balance of the Participant's account shall be paid to the designated Beneficiary pursuant to the provisions of Article VIII. In such event, the amount of Voluntary After-tax Contributions applied to the purchase of the annuity shall be in the same proportion as the Voluntary After-tax Contributions bear to the entire Participant's account.

Beneficiary. (aFor purposes of the Plan, a Beneficiary is the person or persons designated as such in accordance with Code Section 401(a)(9) The person whose name appears on and the signature page hereof after the caption "Beneficiary" or any successor designated Regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant’s surviving Spouse if the Participant’s surviving Spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving Spouse. A Beneficiary designation shall be communicated to be delivered the Plan Administrator on a form or other type of communication acceptable to the Plan Administrator for use in settlement connection with the Plan, signed by the designating person, and subject to the last sentence of RSUsthis subparagraph (a), filed with the Plan Administrator in accordance with this paragraph 7.8 not later than thirty (30) days after the designating person’s death. The Employee form may from time name individuals, trusts or estates to time revoke take upon the contingency of survival and may specify or change his limit the manner of distribution thereto. In the event a Participant or the Participant’s surviving Spouse, as the case may be, fails to properly designate a Beneficiary without (including, as improper, a designation to which the consent Participant’s surviving Spouse did not properly consent) or in the event that no properly designated Beneficiary survives the Participant or the Participant’s surviving Spouse, as applicable, then the Beneficiary of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee person shall be controlling; providedhis surviving Spouse or, howeverif none, that his issue per stirpes or, if no designationissue, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and Participant’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives designation last accepted by the Employee Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling and, whether or if such designation conflicts with law, upon the death not folly dispositive of the Employee, the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge vested portion of the liability account of the Company thereforParticipant involved, thereupon shall revoke all such forms previously filed by that person.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Non- Employee Director in accordance herewith (the person who is the EmployeeNon-Employee Director's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive exercise the Restricted Stock to be released Option, to the Beneficiary under Paragraphs 3 and 5 as a result of extent it is exercisable, after the death of the Non-Employee and the Stock to be delivered in settlement of RSUsDirector. The Non-Employee Director may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the EmployeeNon-Employee Director's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employeea Non-Employee Director's death, or if no designated Beneficiary survives the Non-Employee Director or if such designation conflicts with law, upon the death of the Employee, the EmployeeNon-Employee Director's estate shall be entitled to receive exercise the Restricted Stock and Option, to the Stock to be delivered in settlement extent it is exercisable after the death of RSUsthe Non-Employee Director. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsexercise the Option, the Company may retain the same and any distributions thereonrefuse to recognize such exercise, without liability for any interest thereonor dividends on the Option Stock, until the Committee determines the person entitled theretoto exercise the Option, or the Company may deliver such all of such property and any distributions thereon apply to any court of appropriate jurisdiction and such delivery application shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" A Participant may designate a Beneficiary or Beneficiaries at any successor designated time and any such prior designation may be changed or revoked at any time by a Participant by written designation signed by the Employee in accordance herewith (Participant on a form acceptable to, and filed with, the person who is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUs. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controllingSponsor; provided, however, that no such designation, or change or revocation thereofof a prior designation, shall not become effective until it has been received by the Sponsor, nor shall it be effective unless received by the Committee prior to Sponsor within thirty (30) days after the Employee's death of the Participant, and provided further that the last such designation of Beneficiary or change or revocation of Beneficiary executed by the Participant, if received by the Sponsor within the time specified, shall control. If the Participant had not, by the date of his or her death, and properly designated a Beneficiary in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at accordance with the time of an Employee's deathpreceding sentence, or if no designated Beneficiary survives the Employee Participant, the Participant's Beneficiary for purposes of this plan shall be the Participant's surviving spouse, or if there is no surviving spouse, the Participant's issue by right of representation, or if there is no issue, the Participant's estate. Unless otherwise specified in the form of designation of Beneficiary filed by the Participant in accordance with the preceding paragraph, if a Beneficiary (whether designated by the Participant or as otherwise specified in the preceding paragraph) shall die prior to receiving his or her entire interest in the Account, such Beneficiary's remaining interest in the Account shall be paid to the estate of such deceased Beneficiary, except that if (i) distribution to the Participant had commenced pursuant to Section 4.2(c) under a method of distribution providing for a continuation of payments to the Participant's surviving spouse, and if (ii) the Participant predeceases such surviving spouse, and if (iii) the Participant did not otherwise specify in his or her written form of designation conflicts with lawof Beneficiary, then such surviving spouse shall be entitled to designate a Beneficiary or Beneficiaries to receive the balance of the Account, if any, remaining upon the death of such spouse. Any amount paid to a child of the Employee, the Employee's estate shall Participant will be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt treated as if it had been paid to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, surviving spouse if the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge remainder of the liability interest becomes payable to the surviving spouse when the child reaches the age of the Company thereformajority.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock or cash to be released to the Beneficiary delivered in settlement of RSUs under Paragraphs 3 and Paragraph 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsEmployee. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock or cash to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsproperty, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on Each Key Employee, Director and/or his or her Transferee may file with the signature page hereof after the caption "Beneficiary" Company a written designation of one or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein referred to more persons as the "Beneficiary") Beneficiary who shall be entitled to receive the Restricted Stock to be released to Award, if any, payable under the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsPlan upon his or her death. The Employee A Key Employee, Director or Transferee may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the CommitteeCompany. The last such designation received by the Committee Company shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee Company prior to the Key Employee's, Director's or Transferee's death, as the case may be, and in no event shall any designation it be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an death of a Key Employee's death, Director or Transferee, as the case may be, or if no designated Beneficiary survives the Employee Key Employee, Director or Transferee or if such designation conflicts with applicable law, upon the death estate of the Key Employee, Director or Transferee, as the Employee's estate case may be, shall be entitled to receive the Restricted Stock and Award, if any, payable under the Stock to be delivered in settlement of RSUsPlan upon his or her death. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsAward, the Company may retain the same and any distributions thereonsuch Award, without liability for any interest thereon, until the Committee determines the person entitled rights thereto, or the Company may deliver pay such all of such property and any distributions thereon to Award into any court of appropriate jurisdiction and such delivery payment shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by the Employee in accordance herewith (means the person who is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be or persons entitled to receive the Restricted Stock distributions, if any, payable under the Plan upon or after a Participant's death, to be released such person, or persons as such Participant's Beneficiary. Each Participant shall designate a Beneficiary by filing the proper form with the Administrator. A Participant may designate one or more contingent Beneficiaries to the Beneficiary under Paragraphs 3 and 5 as a result of receive any distributions after the death of the Employee a prior Beneficiary. A designation shall be effective upon said filing, provided that it is so filed during such Participant's lifetime, and the Stock to may be delivered in settlement of RSUs. The Employee may changed from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controllingParticipant; provided, provided however, that no designationif a Participant has at least one Hour of Service or at least one hour of paid leave from the Employer (or any other employer for whom service is treated as service for the Employer) on or after August 23, 1984, then, effective August 23, 1984 if he has waived the Preretirement Survivor Annuity or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior the REA Effective Date if he has waived the Qualified Joint and Survivor Annuity, his spouse must consent to such receipt. (b) If no such any change of Beneficiary designation in accordance with Section 9.1(e)(5) or Section 8.2(d)(4) with respect to any distributions otherwise payable in such forms. If the Plan is a profit sharing plan and if the Preretirement Survivor Annuity is otherwise inapplicable (under Section 9.1(a) because the Participant has not elected a life annuity and the Plan is not a transferee Plan requiring annuities with respect to the Participant) to a Participant who has at least one Hour of Service or at least one hour of paid leave from the Employer (or any other employer for whom service is treated as service for the Employer) on or after August 23, 1984 and is survived by a Surviving Spouse, then such spouse shall be his Beneficiary unless the designation of another Beneficiary is consented to by such spouse in effect at a written consent satisfying the time requirements of an Employee's death, or if Section 9.1(e)(5). If there is no designated Beneficiary survives to receive any amount that becomes payable to a Beneficiary, then the Employee or Participant's Beneficiary shall be the Participant's Surviving Spouse or, if such designation conflicts with lawnone, upon the death legal representative of the Employee, last surviving of the Employee's estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same Participant and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company thereforproperly designated Beneficiaries.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by that the Key Employee designates in accordance herewith (the person who is the Key Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive such portion, if any, of the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of Shares that vests following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an the Key Employee's death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Employee, the Key Employee's estate shall be entitled to receive the portion, if any, of the Restricted Stock and Shares that vests following the Stock to be delivered in settlement death of RSUsthe Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsShares, then the Company may retain the same and any distributions thereonsuch Restricted Shares, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Shares to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" Committee as his or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein her beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to receive Common Stock earned from the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of Performance Share Units upon vesting following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his or her Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an the Key Employee's ’s death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Key Employee, the Employee's ’s estate shall be entitled to receive Common Stock earned from the Restricted Stock Performance Share Units following the death of the Key Employee and vesting of the Stock to be delivered in settlement of RSUsPerformance Share Units. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsPerformance Share Units, then the Company may retain the same and any distributions thereon, such Performance Share Units without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Common Stock earned from the Performance Share Units upon vesting to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Non-Employee Director in accordance herewith (the person who is the Employee's Non-Employee Director’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released exercise any Option which has been granted, to the Beneficiary under Paragraphs 3 and 5 as a result of extent it is exercisable, after the death of the Non-Employee and the Stock to be delivered in settlement of RSUsDirector. The Non-Employee Director may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's Non-Employee Director’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's a Non-Employee Director’s death, or if no designated Beneficiary survives the Non-Employee Director or if such designation conflicts with law, upon the death of the Employee, the Employee's Non-Employee Director’s estate shall be entitled to receive exercise any Option granted prior to death of the Restricted Stock and Non-Employee Director, to the Stock to be delivered in settlement extent it is exercisable, after the death of RSUsthe Non-Employee Director. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsexercise the Option, the Company may retain the same and any distributions thereonrefuse to recognize such exercise, without liability for any interest thereonor dividends on the Option Stock, until the Committee determines the person entitled theretoto exercise the Option, or the Company may deliver such all of such property and any distributions thereon apply to any court of appropriate jurisdiction and such delivery application shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" Committee as his or any successor designated by the Employee in accordance herewith (the person who is the Employee's Beneficiary at the time of his death herein her beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to receive the Restricted Stock to be released to Shares that vest and the Beneficiary under Paragraphs 3 and 5 as a result of Performance Units that are earned following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his or her Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) . If no such Beneficiary designation is in effect at the time of an the Key Employee's ’s death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Key Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock Shares that vest and the Stock to be delivered in settlement Performance Units that are earned following the death of RSUsthe Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsShares and/or Performance Units, then the Company may retain such Restricted Shares and the same and any distributions thereoncash payment associated with the Performance Units, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property Restricted Shares and any distributions thereon the cash payment associated with the Performance Units to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by that the Key Employee designates in accordance herewith (the person who is the Key Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released Shares subject to the Beneficiary under Paragraphs 3 Performance Shares that the Key Employee was entitled to and 5 as a result of the Incentive Award that is earned following the death of the Employee and the Stock to be delivered in settlement of RSUsKey Employee. The Key Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by that the Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an the Key Employee's ’s death, or if no designated Beneficiary survives the Key Employee or if such designation conflicts with law, upon then the death of the Key Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock Shares subject to the Performance Shares that the Key Employee was entitled to and the Stock to be delivered in settlement Incentive Award that is earned following the death of RSUsthe Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsShares and/or Incentive Award, then the Company may retain such Performance Shares and the same and any distributions thereoncash payment associated with the Incentive Award, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property Shares and any distributions thereon the cash payment associated with the Incentive Award to any court of appropriate jurisdiction jurisdiction, and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The person whose name appears on in the signature page Base Instrument hereof after the caption "“Beneficiary" ” or any successor designated by the Employee in accordance herewith (the person who is the Employee's ’s Beneficiary at the time of his death herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary delivered in settlement of RSUs under Paragraphs 3 and Paragraph 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsEmployee. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an Employee's ’s death, or if no designated Beneficiary survives the Employee or if such designation conflicts with law, upon the death of the Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsproperty, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (a) The For purposes of the Plan, a Beneficiary is the person whose name appears on or persons designated as such in accordance with section 401(a)(9) of the signature page hereof after Code and the caption "Beneficiary" or any successor designated proposed regulations thereunder by the Employee in accordance herewith (Participant or by the person who Participant's surviving spouse if the Participant's surviving spouse is the Employee's Beneficiary at the time of his death herein referred to as the "Beneficiary") shall be entitled to receive distributions under the Restricted Stock Plan. Such a designation by the Participant's surviving spouse, however, shall relate solely to the distributions to be released to made under the Beneficiary under Paragraphs 3 and 5 as a result of Plan after the death of both the Employee Participant and the Stock surviving spouse. A Beneficiary designation shall be on a form acceptable to the Plan Administrator for use in connection with the Plan, signed by the designating person, and subject to the last sentence of this subsection (a), filed with the Plan Administrator in accordance with this Section 6.3 not later than 30 days after the designating person's death. The form may name individuals, trusts or estates to take upon the contingency of survival and may specify or limit the manner of distribution thereto. Any beneficiary designation made and in effect under a Qualified Plan immediately prior to that Plan's amendment and continuation in the form of this Plan shall be deemed to be delivered a valid beneficiary designation filed under this Plan to the extent consistent with this Plan. In the event a Participant or the Participant's surviving spouse, as the case may be, fails to properly designate a Beneficiary (including, as improper, a designation to which the Participant's surviving spouse did not properly consent) or in settlement the event that no properly designated Beneficiary survives the Participant or the Participant's surviving spouse, as applicable, then the Beneficiary of RSUssuch person shall be his surviving spouse or, if none, his issue per stirpes or, if no issue, his estate. The Employee may from time to time revoke or change his Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The form last such designation received accepted by the Committee Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling; providedcontrolling and, howeverwhether or not fully dispositive of the vested portion of the Account of the Participant involved, thereupon shall revoke all such forms previously filed by that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Employee's death, and in no event shall any designation be effective as of a date prior to such receiptperson. (b) If no Notwithstanding subsection (a) of this Section 6.3, the designation after December 31, 1984 by a married Participant of any Beneficiary other than the Participant's spouse, or the change of any such Beneficiary to a new Beneficiary other than the Participant's spouse, shall not be valid unless made in writing and consented to by the Participant's spouse. The spouse's consent to such designation is must be made in the manner described in Section 7.1(g). (c) Any beneficiary designation made and in effect at under a Qualified Plan immediately prior to that plan's amendment and continuation in the time form of an Employeethis Plan shall be deemed to be a valid beneficiary designation filed under this Plan to the extent consistent with this Plan. If such beneficiary designation was made with respect to a Qualified Plan that permitted the Participant to designate without spousal consent a beneficiary to receive any portion of the Participant's Account balance in the event of the Participant's death, or if no designated Beneficiary survives the Employee or if with respect to such beneficiary designation conflicts with lawunder this Plan, upon the death Section 7.1(c) shall be applied by application of the Employeegreater of (i) that portion of the Participant's Account with respect to which the spouse has been designated the beneficiary or (ii) 50% of the vested portion of the Participant's Account, toward the Employeepurchase of a Qualified Preretirement Survivor Annuity and the balance of the Participant's estate Account shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement of RSUs. If the Committee is in doubt as paid to the right of any person designated beneficiary pursuant to receive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may retain the same and any distributions thereon, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company thereforSection 6.3.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by the Participating Key Employee in accordance herewith with the terms of this Agreement (the person who is the Participating Key Employee's ’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to receive the Restricted Stock to be released to the Beneficiary under Paragraphs 3 and 5 as a result of the death of the Employee and the Stock to be delivered in settlement of RSUsParticipating Key Employee. The Participating Key Employee may from time to time revoke or change his or her Beneficiary without the consent of any prior Beneficiary by filing a new designation with the Committee. The last such designation received by the Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Committee prior to the Participating Key Employee's ’s death, and in no event shall any designation be effective as of a date prior to such receipt. (b) If no such Beneficiary designation is in effect at the time of an a Participating Key Employee's ’s death, or if no designated Beneficiary survives the Participating Key Employee or if such designation conflicts with applicable law, upon the death of the Participating Key Employee, the Employee's ’s estate shall be entitled to receive the Restricted Stock and the Stock to be delivered in settlement released from the restrictions of RSUsParagraph 2 upon the death of the Participating Key Employee. If the Committee is in doubt as to the right of any person to receive such Restricted Stock or Stock to be delivered in settlement of RSUsStock, the Company may retain the same and any distributions thereonRestricted Stock, without liability for any interest thereon, until the Committee determines the person entitled thereto, or the Company may deliver such all of such property and any distributions thereon Restricted Stock to any court of appropriate jurisdiction and such delivery shall be a complete discharge of the liability of the Company therefor.