Common use of Beneficiary Clause in Contracts

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

Beneficiary. The For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who Regulations thereunder by the Participant or by the Participant’s surviving Spouse if the Participant’s surviving Spouse is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of any prior Beneficiary by filing a new designation communication acceptable to the Plan Administrator for use in connection with the Board Plan, signed by the designating person, and subject to the last sentence of Directorsthis 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 last form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 designation received by the Board of Directors 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 Board of Directors prior to Participant's death, and ’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives Participant or if designation last accepted by the Plan Administrator during the designating person’s lifetime before such designation conflicts with law, Participant's estate distribution is to commence shall be entitled to exercise the Optioncontrolling and, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest whether or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge not fully dispositive of the liability vested portion of the Company thereforaccount of the Participant 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 Participant the Employee in accordance herewith (the person who is Participantthe Employee's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Employee. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Participantan Employee's death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participantthe Employee's estate shall be entitled to exercise receive the Option, to the extent it is exercisable after Restricted Stock upon the death of Optioneethe Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock, the Company may refuse to recognize retain such exerciseStock and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant the Key Employee in accordance herewith (the person who is Participant's the Key Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise the Option, to the extent it is exercisable, after the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's a Key Employee’s death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participant's the Key Employee’s estate shall be entitled to exercise the Option, to the extent it is exercisable after the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying SharesOption Stock, until the Board of Directors Committee determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge of the liability of the Company therefortherefore.

Beneficiary. The person whose Employee may designate a beneficiary or beneficiaries (which may include a trust or the Employee's estate), and may, in addition, name appears on a contingent beneficiary. Such designation shall be made in writing in a form acceptable to the signature page hereof after Custodian. The Employee may, at any time, revoke his or her designation of a beneficiary or change the caption "Beneficiary" beneficiary by filing notice of such revocation or any successor designated change with the Custodian, provided that no such designation or change in designation executed by Participant the Employee prior to death may be filed with the Custodian more than thirty (30) days following the Employee's death. Notwithstanding the foregoing, in accordance herewith (the person who event the Employee is Participant's Beneficiary married at the time of his or her death is referred to as death, the "Beneficiary") beneficiary shall be entitled to exercise the Option, Employee's surviving spouse unless such spouse has consented in writing to the extent it designation of an alternative beneficiary after notice of the spouse's rights and such consent was witnessed by a notary public or representative of the Employer. In the event no valid designation of beneficiary is exercisable, after the death of Participant. 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 on file with the Board Employer or the Custodian at the date of Directors. The last such designation received by death or no designated beneficiary survives the Board of Directors Employee, the Employee's spouse shall be controllingdeemed the beneficiary; providedin the further event the Employee is unmarried or his spouse does not survive him, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors prior to Participant's death, and in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's death, or if no designated Beneficiary survives Participant or if such designation conflicts with law, ParticipantEmployee's estate shall be entitled deemed to exercise be his beneficiary. Direct Rollover Option In the Optioncase of any distribution from this Custodial Account that constitutes an "eligible rollover distribution" as defined in Section 402(c)(4) of the 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 it is exercisable after required under regulations issued by the death Secretary of Optioneethe Treasury, a combination of (A) and (B). If the Board 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 Directors is in doubt as 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 exercise distribution that has been exempted from the Option"direct rollover" requirements under rules and regulations issued (whether in proposed, temporary or final form) by the Secretary of the Treasury. In addition, the Company Custodian may refuse promulgate additional rules and regulations, including rules and regulations governing the time by which elections must be made, that it determines to recognize such exercisebe 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 a "direct rollover." Responsibilities of Custodian 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, without liability for any interest or dividends on the underlying Shares, no distribution shall be made unless and until the Board Custodian shall have been furnished with all certificates, signature guarantees and other documents (including proof of Directors determines any legal representative's authority) that the person entitled to exercise Custodian may have requested. Tax Withholding Any distribution made by the Option, or Custodian from the Company may apply to any court of appropriate jurisdiction and such application Custodial Account shall be a complete discharge of the liability of the Company thereforsubject to withholding in accordance with applicable law.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall will be entitled to exercise the Option, to the extent it is exercisable, after the death of Participant. 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 Board of Directors. The last such designation received by the Board of Directors shall will be controlling; provided, however, that no designation, or change or revocation thereof, shall will be effective unless received by the Board of Directors prior to Participant's death, and in no event shall will any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's death, or if no designated Beneficiary survives Participant or if such designation conflicts with law, Participant's estate shall will be entitled to exercise the Option, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to file an interpleader action with any court of appropriate jurisdiction and such application shall will be a complete discharge of the liability of the Company therefor.

Beneficiary. The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of Committee as his or her death is beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to exercise receive the Option, to the extent it is exercisable, after Restricted Stock Units that vest following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Key Employee’s death, and in no event shall any designation be effective as of a date prior to such receipt. If no such Beneficiary designation is in effect at the time of Participant's the Key Employee’s death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participant's then the Key Employee’s estate shall be entitled to exercise receive the Option, to the extent it is exercisable after Restricted Stock Units that vest following the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock Units, then the Company may refuse to recognize retain such exerciseRestricted Stock Units, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock Units to any court of appropriate jurisdiction jurisdiction, and such application 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 Participant the Participating Key Employee in accordance herewith with the terms of this Agreement (the person who is Participant's the Participating Key Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Participating Key Employee. Participant The Participating Key Employee 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 Board of DirectorsCommittee (as defined in the Plan). The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Participating 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 Participant's a Participating Key Employee’s death, or if no designated Beneficiary survives Participant the Participating Key Employee or if such designation conflicts with applicable law, Participant's the Participating Key Employee’s estate shall be entitled to exercise receive the Option, Restricted Stock to be released from the extent it is exercisable after restrictions of Paragraph 2 upon the death of Optioneethe Participating Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock, the Company may refuse to recognize such exerciseretain the Restricted Stock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The (a) For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who is Regulations thereunder by the Participant or by the Participant's Beneficiary at surviving Spouse if the time of his or her death Participant's surviving Spouse is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of communication 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 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 form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 surviving Spouse or, if none, his issue per stirpes or, if no issue, the Participant's surviving parents in equal shares, or if no surviving parents, then to the Participant's estate. The Beneficiary designation last accepted by the Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling and, whether 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 person. (b) Notwithstanding subparagraph (a) of this paragraph 7.8, the designation by a married Participant of any prior Beneficiary by filing other than the Participant's Spouse, or the change of any such Beneficiary to a new designation with Beneficiary other than the Board of DirectorsParticipant's Spouse, shall not be valid unless made in writing and consented to by the Participant's Spouse. The last Spouse's consent to such designation received by must be made in the Board 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 Directors this Plan shall be controlling; provided, however, 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 no designation, or change or revocation thereof, shall be effective unless received by permitted the Board Participant to designate without spousal consent a Beneficiary to receive 50% of Directors prior to the Participant's account balance in the event of the Participant's death, and in no event with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall any designation be effective as applied by application of 50% of the vested portion of the Participant's account toward the purchase of a date prior to such receipt. If no Beneficiary designation is in effect at Qualified Pre-Retirement Survivor Annuity and the time balance of the Participant's death, or if no account shall be paid to the designated Beneficiary survives Participant or if pursuant to the provisions of Article VIII. In such designation conflicts with lawevent, 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 estate shall be entitled to exercise the Option, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge of the liability of the Company thereforaccount.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Employee and the Stock to be delivered in settlement of RSUs. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Restricted Stock and the Stock to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock or Stock to be delivered in settlement of RSUs, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The (a) For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who Regulations thereunder by the Participant or by the Participant’s surviving Spouse if the Participant’s surviving Spouse is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of any prior Beneficiary by filing a new designation communication acceptable to the Plan Administrator for use in connection with the Board Plan, signed by the designating person, and subject to the last sentence of Directorsthis 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 last form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 designation received by the Board of Directors 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 Board of Directors prior to Participant's death, and ’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives designation last accepted by the Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling and, whether 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 person. (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 if 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 conflicts with law, Participant's estate 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 entitled deemed to exercise the Option, be a valid Beneficiary designation filed under this Plan to the extent it is exercisable after the death of Optioneeconsistent with this Plan. If such Beneficiary designation was made with respect to a Qualified Plan that permitted the Board Participant to designate without spousal consent a Beneficiary to receive 50% of Directors is the Participant’s account balance in doubt as the event of the Participant’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 right designated Beneficiary pursuant to the provisions of any person to exercise the OptionArticle VIII. In such event, the Company may refuse amount of Voluntary After-tax Contributions applied to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until purchase of the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application annuity shall be a complete discharge of in the liability of same proportion as the Company thereforVoluntary After-tax Contributions bear to the entire Participant’s account.

Beneficiary. (a) The person whose name appears on the signature page hereof after the caption "“Beneficiary" ” or any successor designated by Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Stock to the extent it is exercisable, after be delivered in settlement of RSUs under Paragraph 5 as a result of the death of Participantthe Employee. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Stock to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such property, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such property and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant that the Key Employee designates in accordance herewith (the person who is Participantthe Key Employee's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive the Option, to Restricted Shares that vest and the extent it is exercisable, after Performance Units that are earned following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Participantthe Key Employee's death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participantthen the Key Employee's estate shall be entitled to exercise receive the Option, to Restricted Shares that vest and the extent it is exercisable after Performance Units that are earned following the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Shares and/or Performance Units, then the Company may refuse to recognize retain such exerciseRestricted Shares and the cash payment associated with the Performance Units, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Shares and the cash payment associated with the Performance Units to any court of appropriate jurisdiction jurisdiction, and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. (i) The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise the OptionGrantee may, to the extent it is exercisable, after the death of Participant. Participant may from time to time time, designate a beneficiary or beneficiaries (who may be named contingently or successively) to whom any benefit under this Agreement is to be paid in case of the Grantee’s death before the Grantee has received all benefits to which the Grantee would have been entitled under this Agreement. Each designation of beneficiary shall revoke or change his or her Beneficiary designation without all prior designations by the consent of any prior Beneficiary Grantee, shall be in a form prescribed by filing a new designation with the Board of DirectorsCommittee, and will be effective only when received in writing by the Committee. The last such valid beneficiary designation received by the Board of Directors shall be controlling; provided, however, that no beneficiary designation, or change or revocation thereof, shall be effective unless received by the Board of Directors prior to Participant's the Grantee’s death, and in no event shall any designation be effective as . Attached to this Agreement is the prescribed Designation of a date prior to such receipt. Beneficiary Form. (ii) If no Beneficiary valid and effective beneficiary designation is in effect exists at the time of Participant's the Grantee’s death, or if no designated Beneficiary beneficiary survives Participant the Grantee, or if such the Grantee’s beneficiary designation conflicts with is invalid under the law, Participant's estate any benefit payable hereunder shall be entitled made to exercise the OptionGrantee’s surviving spouse, if any, or if there is no such surviving spouse, to the extent it is exercisable after executor or administrator of the death of OptioneeGrantee’s estate. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive payment of any benefit hereunder, the Company Committee may refuse to recognize direct that the amount of such exercisebenefit be paid into a court of competent jurisdiction in an interpleader action, without and such payment into court shall fully and completely discharge any liability for any interest or dividends on obligation of the underlying SharesPlan, until CACI, the Committee, or the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge of the liability of the Company thereforCACI International Inc under this Agreement.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of a) Each Key Employee, Director and/or his or her death is referred to Transferee may file with the Company a written designation of one or more persons as the "Beneficiary") Beneficiary who shall be entitled to exercise receive the OptionAward, to if any, payable under the extent it is exercisablePlan upon his or her death. A Key Employee, after the death of Participant. Participant 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 Board of DirectorsCompany. The last such designation received by the Board of Directors Company shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Company prior to Participantthe 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 Participanta Key Employee's, Director's or Transferee's death, as the case may be, or if no designated Beneficiary survives Participant the Key Employee, Director or Transferee or if such designation conflicts with law, Participantthe Key Employee's, Director's estate or Transferee's estate, as the case may be, shall be entitled to exercise receive the OptionAward, to if any, payable under the extent it is exercisable after the death of OptioneePlan upon his or her death. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Award, the Company may refuse to recognize retain such exerciseAward, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionrights thereto, or the Company may apply to pay such Award into any court of appropriate jurisdiction and such application 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 Participant the Non-Employee Director in accordance herewith (the person who is Participantthe Non-Employee Director's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive the Option, vested Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Non-Employee Director. Participant The Non-Employee Director may from time to time revoke or change his or her the Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Beneficiary designation is in effect at the time of Participantan Non-Employee Director's death, or if no designated Beneficiary survives Participant the Non-Employee Director or if such designation conflicts with law, Participantthe Non-Employee Director's estate shall be entitled to exercise receive the Option, to the extent it is exercisable after Restricted Stock upon the death of Optioneethe 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 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 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 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 Board Permitted Transferee, such Beneficiary's estate, of Directors 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 exercise the Optionreceive such Restricted Stock, the Company may refuse to recognize retain such exerciseStock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who is Regulations thereunder by the Participant or by the Participant's Beneficiary at surviving Spouse if the time of his or her death Participant's surviving Spouse is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of any prior Beneficiary by filing a new designation communication acceptable to the Plan Administrator for use in connection with the Board Plan, signed by the designating person, and subject to the last sentence of Directorsthis 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 last form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 designation received by the Board of Directors 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 Board of Directors prior to Participant's death, and surviving parents in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's deathequal shares, or if no designated Beneficiary survives Participant or if such designation conflicts with lawsurviving parents, then to the Participant's estate estate. The Beneficiary designation last accepted by the Plan Administrator during the designating person's lifetime before such distribution is to commence shall be entitled to exercise the Optioncontrolling and, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest whether or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge not fully dispositive of the liability vested portion of the Company thereforaccount of the Participant 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 Participant the Key Employee in accordance herewith (the person who is Participantthe Key Employee's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive such portion, if any, of the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Participanta Key Employee's death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participantthe Key Employee's estate shall be entitled to exercise receive the Optionportion, if any, of the Restricted Stock to be released from the extent it is exercisable after restrictions of Paragraph 2 upon the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock, the Company may refuse to recognize retain such exerciseStock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who If an Event of Default occurs and is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise the Optioncontinuing, to the extent it is exercisablepermitted by Governmental Rule, after the death of Participant. Participant Beneficiary may from time to time revoke or change his or her Beneficiary designation without the consent of any prior Beneficiary by filing have a new designation receiver appointed with the Board of Directors. The last such designation received minimum notice to Trustor or any third party required by the Board of Directors shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors prior to Participant's deathlaw, and in no event shall Beneficiary may waive any designation be effective as of requirement that the receiver post a date prior to such receiptbond. If no Beneficiary designation an Event of Default occurs and is in effect at the time of Participant's death, or if no designated Beneficiary survives Participant or if such designation conflicts with law, Participant's estate shall be entitled to exercise the Optioncontinuing, to the extent it is exercisable after permitted by Governmental Rule, Beneficiary shall have the death 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 OptioneeTrustor and shall be secured by this Deed of Trust. If an Event of Default occurs and is continuing, the Board right to enter and take possession of Directors 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 doubt accordance 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 appointment of any receiver or other custodian, Beneficiary shall be entitled as the secured party under the Security Agreement to the right possession and control of any person to exercise the Optioncash, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Optiondeposits, or instruments at the Company may apply to any court time held by, or payable or deliverable under the terms of appropriate jurisdiction and such application shall be a complete discharge this Deed of the liability of the Company thereforTrust to, Beneficiary.

Beneficiary. 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 the signature page hereof after the caption "Beneficiary" or any successor designated by Participant designation of a Beneficiary shall be in accordance herewith (with the person who provisions of the Plan, if any. Notice of a designation or change of Beneficiary shall upon receipt by the Company take effect as of the date the Notice was signed, whether or not the Participant or Beneficiary is Participant's Beneficiary living at the time of his or her death is referred to its receipt. Unless specifically designated as the "a secondary Beneficiary") , all Beneficiaries shall be entitled deemed to exercise be primary Beneficiaries. A Participant may not designate the OptionEmployer as a 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), to the extent it is exercisable, after the death of Participant. the Participant may from time to time revoke or change his or her Beneficiary designation without and the consent of any prior Beneficiary by filing a new designation with the Board of Directors. The last such designation received by the Board of Directors joint annuitant, benefits shall be controlling; providedpaid to the primary Beneficiary. If no primary Beneficiary is living at the time benefits become payable, however, that no designation, or change or revocation thereof, the Company shall pay the benefits to the secondary Beneficiary. If benefits are to be paid to more than one Beneficiary they shall be effective paid in equal shares, unless received by other proportions are set forth in writing to the Board of Directors prior to Participant's death, and in no event shall any designation be effective as of a date prior to such receiptCompany at the time the most current Beneficiary election was made. If no Beneficiary designation has been designated or no designated Beneficiary is living at the time any benefits become payable under this Contract, the Company shall pay benefits to the first surviving class of the following: (a) to 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 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 the Participant's death, or if no designated Beneficiary survives Participant or if such designation conflicts with law, Participant's estate ’s death shall be entitled to exercise deemed the Option, 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 extent it is exercisable after Company prior to the Annuity Commencement Date or the date of death of Optionee. If the Board of Directors Participant, whichever is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application 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 Participant the Participating Key Employee in accordance herewith with the terms of this Agreement (the person who is Participant's the Participating Key Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Participating Key Employee. Participant The Participating Key Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Participating 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 Participant's a Participating Key Employee’s death, or if no designated Beneficiary survives Participant the Participating Key Employee or if such designation conflicts with applicable law, Participant's the Participating Key Employee’s estate shall be entitled to exercise receive the Option, Restricted Stock to be released from the extent it is exercisable after restrictions of Paragraph 2 upon the death of Optioneethe Participating Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock, the Company may refuse to recognize such exerciseretain the Restricted Stock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who Regulations thereunder by the Participant or by the Participant’s surviving Spouse if the Participant’s surviving Spouse is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of any prior Beneficiary by filing a new designation communication acceptable to the Plan Administrator for use in connection with the Board Plan, signed by the designating person, and subject to the last sentence of Directorsthis 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 last form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 designation received by the Board of Directors 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 Board of Directors prior to Participant's death, and ’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives designation last accepted by the Plan Administrator during the designating person’s lifetime before such distribution is to commence shall be controlling and, whether 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 person. Notwithstanding subparagraph (a) of this paragraph 7.8, the designation by a married Participant of any Beneficiary other than the Participant’s Spouse, or if 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 conflicts with law, Participant's estate 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 this Plan shall be entitled deemed to exercise the Option, be a valid Beneficiary designation filed under this Plan to the extent it is exercisable after the death of Optioneeconsistent with this Plan. If such Beneficiary designation was made with respect to a Qualified Plan that permitted the Board Participant to designate without spousal consent a Beneficiary to receive 50% of Directors is the Participant’s account balance in doubt as the event of the Participant’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 right designated Beneficiary pursuant to the provisions of any person to exercise the OptionArticle VIII. In such event, the Company may refuse amount of Voluntary After-tax Contributions applied to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until purchase of the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application annuity shall be a complete discharge of in the liability of same proportion as the Company thereforVoluntary After-tax Contributions bear to the entire Participant’s account.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (means the person who is or persons entitled to receive the distributions, if any, payable under the Plan upon or after a Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise the Optiondeath, to such person, or persons as such Participant's Beneficiary. Each Participant shall designate a Beneficiary by filing the extent it is exercisable, proper form with the Administrator. A Participant may designate one or more contingent Beneficiaries to receive any distributions after the death of a prior Beneficiary. A designation shall be effective upon said filing, provided that it is so filed during such Participant. Participant 's lifetime, and may be changed 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 Board of Directors. The last such designation received by the Board of Directors 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 Board of Directors prior to Participant'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 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 receiptforms. If no 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 Participant's death, or if Section 9.1(e)(5). If there is no designated Beneficiary survives Participant or if such designation conflicts with lawto receive any amount that becomes payable to a Beneficiary, then the Participant's estate Beneficiary shall be entitled to exercise the OptionParticipant's Surviving Spouse or, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Optionif none, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge legal representative of the liability last surviving of the Company thereforParticipant and any properly designated Beneficiaries.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise the Option, to the extent it is exercisable, after the death of Participant. A Participant may from designate a Beneficiary or Beneficiaries at any time to and any such prior designation may be changed or revoked at any time revoke or change his or her Beneficiary by a Participant by written designation without the consent of any prior Beneficiary by filing a new designation with the Board of Directors. The last such designation received signed by the Board of Directors shall be controllingParticipant on a form acceptable to, and filed with, the Sponsor; 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 Board Sponsor within thirty (30) days after the death of Directors prior to the Participant's , 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. If no Beneficiary designation is in effect at accordance with the time of Participant's deathpreceding sentence, or if no designated Beneficiary survives the 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 such designation conflicts with law, (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 estate 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 of Beneficiary, then such surviving spouse shall be entitled to exercise designate a Beneficiary or Beneficiaries to receive the Optionbalance of the Account, to the extent it is exercisable after if any, remaining upon the death of Optioneesuch spouse. If Any amount paid to a child of the Board of Directors is in doubt Participant will be treated as if it had been paid to the right of any person to exercise surviving spouse if the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application 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 Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Employee and the Stock to be delivered in settlement of RSUs. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Restricted Stock and the Stock to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Stock or Stock, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant the Director in accordance herewith (the person who is Participant's the Director’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Director and the Stock to be delivered in settlement of RSUs. Participant The Director may from time to time revoke or change his or her the Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Director’s death, and in no event shall any designation be effective as of a date prior to such receipt. If no such Beneficiary designation is in effect at the time of Participant's the Director’s death, or if no designated Beneficiary survives Participant the Director or if such designation conflicts with law, Participant's the Director’s estate shall be entitled to exercise receive the Option, to the extent it is exercisable after Restricted Stock upon the death of Optioneethe 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 Board Permitted Transferee, such Beneficiary’s estate, of Directors 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 exercise the Optionreceive Restricted Stock or Stock delivered in settlement of RSUs, the Company may refuse to recognize retain such exerciseStock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock or Stock to be delivered in settlement of RSUs to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who is Regulations thereunder by the Participant or by the Participant's Beneficiary at surviving Spouse if the time of his or her death Participant's surviving Spouse is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant's surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of communication 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 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 form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 surviving Spouse or, if none, his issue per stirpes or, if no issue, the Participant's surviving parents in equal shares, or if no surviving parents, then to the Participant's estate. The Beneficiary designation last accepted by the Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling and, whether 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 person. Notwithstanding subparagraph (a) of this paragraph 7.8, the designation by a married Participant of any prior Beneficiary by filing other than the Participant's Spouse, or the change of any such Beneficiary to a new designation with Beneficiary other than the Board of DirectorsParticipant's Spouse, shall not be valid unless made in writing and consented to by the Participant's Spouse. The last Spouse's consent to such designation received by must be made in the Board 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 Directors this Plan shall be controlling; provided, however, 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 no designation, or change or revocation thereof, shall be effective unless received by permitted the Board Participant to designate without spousal consent a Beneficiary to receive 50% of Directors prior to the Participant's account balance in the event of the Participant's death, and in no event with respect to such Beneficiary designation under this Plan, paragraph 7.8 shall any designation be effective as applied by application of 50% of the vested portion of the Participant's account toward the purchase of a date prior to such receipt. If no Beneficiary designation is in effect at Qualified Pre-Retirement Survivor Annuity and the time balance of the Participant's death, or if no account shall be paid to the designated Beneficiary survives Participant or if pursuant to the provisions of Article VIII. In such designation conflicts with lawevent, 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 estate shall be entitled to exercise the Option, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge of the liability of the Company thereforaccount.

Beneficiary. The person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of a) Each Key Employee, Director and/or his or her death is referred to Transferee may file with the Company a written designation of one or more persons as the "Beneficiary") Beneficiary who shall be entitled to exercise receive the OptionAward, to if any, payable under the extent it is exercisablePlan upon his or her death. A Key Employee, after the death of Participant. Participant 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 Board of DirectorsCompany. The last such designation received by the Board of Directors Company shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Company prior to Participantthe 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 Participant's deathdeath of a Key Employee, Director or Transferee, as the case may be, or if no designated Beneficiary survives Participant the Key Employee, Director or Transferee or if such designation conflicts with applicable law, Participant's the estate of the Key Employee, Director or Transferee, as the case may be, shall be entitled to exercise receive the OptionAward, to if any, payable under the extent it is exercisable after the death of OptioneePlan upon his or her death. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Award, the Company may refuse to recognize retain such exerciseAward, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionrights thereto, or the Company may apply to pay such Award into any court of appropriate jurisdiction and such application payment 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 Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Stock to the extent it is exercisable, after be delivered in settlement of RSUs under Paragraph 5 as a result of the death of Participantthe Employee. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Stock to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such property, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such property and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant that the Key Employee designates in accordance herewith (the person who is Participantthe Key Employee's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive such portion, if any, of the Option, to the extent it is exercisable, after Restricted Shares that vests following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Participantthe Key Employee's death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participantthen the Key Employee's estate shall be entitled to exercise receive the Optionportion, to if any, of the extent it is exercisable after Restricted Shares that vests following the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Shares, then the Company may refuse to recognize retain such exerciseRestricted Shares, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Shares to any court of appropriate jurisdiction jurisdiction, and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of Committee as his or her death is beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to exercise receive Common Stock earned from the Option, to the extent it is exercisable, after Performance Share Units upon vesting following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Key Employee’s death, and in no event shall any designation be effective as of a date prior to such receipt. If no such Beneficiary designation is in effect at the time of Participant's the Key Employee’s death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participant's then the Key Employee’s estate shall be entitled to exercise receive Common Stock earned from the Option, to the extent it is exercisable after Performance Share Units following the death of Optioneethe Key Employee and vesting of the Performance Share Units. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Performance Share Units, then the Company may refuse to recognize retain such exercise, Performance Share Units without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Common Stock earned from the Performance Share Units upon vesting to any court of appropriate jurisdiction jurisdiction, and such application 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 Participant the Non-Employee Director in accordance herewith (the person who is Participant's the Non-Employee Director’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise the Optionany Option which has been granted, to the extent it is exercisable, after the death of Participantthe Non-Employee Director. Participant The Non-Employee Director 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the 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 Participant's a Non-Employee Director’s death, or if no designated Beneficiary survives Participant the Non-Employee Director or if such designation conflicts with law, Participant's the Non-Employee Director’s estate shall be entitled to exercise any Option granted prior to death of the OptionNon-Employee Director, to the extent it is exercisable exercisable, after the death of Optioneethe Non-Employee Director. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying SharesOption Stock, until the Board of Directors Committee determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such 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" ” or any successor designated by Participant that the Key Employee designates in accordance herewith (the person who is Participant's the Key Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Shares subject to the extent it Performance Shares that the Key Employee was entitled to and the Incentive Award that is exercisable, after earned following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's the Key Employee’s death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participant's then the Key Employee’s estate shall be entitled to exercise receive the Option, Shares subject to the extent it Performance Shares that the Key Employee was entitled to and the Incentive Award that is exercisable after earned following the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Shares and/or Incentive Award, then the Company may refuse to recognize retain such exercisePerformance Shares and the cash payment associated with the Incentive Award, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Shares and the cash payment associated with the Incentive Award to any court of appropriate jurisdiction jurisdiction, and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The person whose name appears on who the signature page hereof after Key Employee designates in writing to the caption "Beneficiary" or any successor designated by Participant in accordance herewith (the person who is Participant's Beneficiary at the time of Committee as his or her death is beneficiary shall be referred to as the "“Beneficiary") ” and shall be entitled to exercise receive the Option, to Restricted Shares that vest and the extent it is exercisable, after Performance Units that are earned following the death of Participantthe Key Employee. Participant The Key Employee 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 Board of DirectorsCommittee. The last such designation received by that the Board of Directors Committee receives shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's the Key Employee’s death, and in no event shall any designation be effective as of a date prior to such receipt. If no such Beneficiary designation is in effect at the time of Participant's the Key Employee’s death, or if no designated Beneficiary survives Participant the Key Employee or if such designation conflicts with law, Participant's then the Key Employee’s estate shall be entitled to exercise receive the Option, to Restricted Shares that vest and the extent it is exercisable after Performance Units that are earned following the death of Optioneethe Key Employee. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such Restricted Shares and/or Performance Units, then the Company may refuse to recognize retain such exerciseRestricted Shares and the cash payment associated with the Performance Units, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Shares and the cash payment associated with the Performance Units to any court of appropriate jurisdiction jurisdiction, and such application 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 Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Stock to the extent it is exercisable, after be delivered in settlement of RSUs under Paragraph 5 as a result of the death of Participantthe Employee. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Stock to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such property, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such such property and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant the Non- Employee Director in accordance herewith (the person who is Participantthe Non-Employee Director's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise the Option, to the extent it is exercisable, after the death of Participantthe Non-Employee Director. Participant The Non-Employee Director 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe 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 Participanta Non-Employee Director's death, or if no designated Beneficiary survives Participant the Non-Employee Director or if such designation conflicts with law, Participantthe Non-Employee Director's estate shall be entitled to exercise the Option, to the extent it is exercisable after the death of Optioneethe Non-Employee Director. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying SharesOption Stock, until the Board of Directors Committee determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such 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" ” or any successor designated by Participant the Employee in accordance herewith (the person who is Participant's the Employee’s Beneficiary at the time of his or her death is herein referred to as the "“Beneficiary"”) shall be entitled to exercise receive the Option, Stock or cash to the extent it is exercisable, after be delivered in settlement of RSUs under Paragraph 5 as a result of the death of Participantthe Employee. Participant The Employee 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 Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participant's 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 Participant's an Employee’s death, or if no designated Beneficiary survives Participant the Employee or if such designation conflicts with law, Participant's upon the death of the Employee, the Employee’s estate shall be entitled to exercise receive the Option, Stock or cash to the extent it is exercisable after the death be delivered in settlement of OptioneeRSUs. If the Board of Directors Committee is in doubt as to the right of any person to exercise the Optionreceive such property, the Company may refuse to recognize such exerciseretain the same and any distributions thereon, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such all of such property and any distributions thereon to any court of appropriate jurisdiction and such application 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 Participant the Director in accordance herewith (the person who is Participantthe Director's Beneficiary at the time of his or her death is herein referred to as the "Beneficiary") shall be entitled to exercise receive the Option, [vested] Restricted Stock to be released to the extent it is exercisable, after Beneficiary under Paragraphs 3 and 5 as a result of the death of Participantthe Director and the Stock to be delivered in settlement of RSUs. Participant The Director may from time to time revoke or change his or her the Beneficiary designation without the consent of any prior Beneficiary by filing a new designation with the Board of DirectorsCommittee. The last such designation received by the Board of Directors Committee shall be controlling; provided, however, that no designation, or change or revocation thereof, shall be effective unless received by the Board of Directors Committee prior to Participantthe Director's death, and in no event shall any designation be effective as of a date prior to such receipt. If no such Beneficiary designation is in effect at the time of Participantthe Director's death, or if no designated Beneficiary survives Participant the Director or if such designation conflicts with law, Participantthe Director's estate shall be entitled to exercise receive the Option, to the extent it is exercisable after Restricted Stock upon the death of Optioneethe 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 Board Permitted Transferee, such Beneficiary's estate, of Directors 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 exercise the Optionreceive Restricted Stock or Stock delivered in settlement of RSUs, the Company may refuse to recognize retain such exerciseStock, without liability for any interest or dividends on the underlying Sharesthereon, until the Board of Directors Committee determines the person entitled to exercise the Optionthereto, or the Company may apply deliver such Restricted Stock or Stock to be delivered in settlement of RSUs to any court of appropriate jurisdiction and such application delivery shall be a complete discharge of the liability of the Company therefor.

Beneficiary. The For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with Code Section 401(a)(9) and the person who Regulations thereunder by the Participant or by the Participant’s surviving Spouse if the Participant’s surviving Spouse is Participant's Beneficiary at the time of his or her death is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant’s surviving Spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving Spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be communicated to the consent Plan Administrator on a form or other type of any prior Beneficiary by filing a new designation communication acceptable to the Plan Administrator for use in connection with the Board Plan, signed by the designating person, and subject to the last sentence of Directorsthis 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 last form may name individuals, trusts or estates to take upon the contingency of survival and may specify or 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 designation received by the Board of Directors 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 Board of Directors prior to Participant's death, and ’s surviving parents in no event shall any designation be effective as of a date prior to such receipt. If no Beneficiary designation is in effect at the time of Participant's deathequal shares, or if no designated surviving parents, then to the Participant’s estate. The Beneficiary survives Participant or if designation last accepted by the Plan Administrator during the designating person’s lifetime before such designation conflicts with law, Participant's estate distribution is to commence shall be entitled to exercise the Optioncontrolling and, to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest whether or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge not folly dispositive of the liability vested portion of the Company thereforaccount of the Participant involved, thereupon shall revoke all such forms previously filed by that person.

Beneficiary. The (a) For purposes of the Plan, a Beneficiary is the person whose name appears on the signature page hereof after the caption "Beneficiary" or any successor persons designated by Participant as such in accordance herewith (with section 401(a)(9) of the person who is Code and the proposed regulations thereunder by the Participant or by the Participant's Beneficiary at surviving spouse if the time of his or her death Participant's surviving spouse is referred to as the "Beneficiary") shall be entitled to exercise receive distributions under the OptionPlan. Such a designation by the Participant's surviving spouse, however, shall relate solely to the extent it is exercisable, distributions to be made under the Plan after the death of Participantboth the Participant and the surviving spouse. Participant may from time to time revoke or change his or her A Beneficiary designation without shall be on a form acceptable to the consent 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 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 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 surviving spouse or, if none, his issue per stirpes or, if no issue, his estate. The designation form last accepted by the Plan Administrator during the designating person's lifetime before such distribution is to commence shall be controlling and, whether 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 person. (b) Notwithstanding subsection (a) of this Section 6.3, the designation after December 31, 1984 by a married Participant of any prior Beneficiary by filing other than the Participant's spouse, or the change of any such Beneficiary to a new designation with Beneficiary other than the Board of DirectorsParticipant's spouse, shall not be valid unless made in writing and consented to by the Participant's spouse. The last spouse's consent to such designation received by must be made in the Board manner described in Section 7.1(g). (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 Directors this Plan shall be controlling; provided, however, 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 no designation, or change or revocation thereof, shall be effective unless received by permitted the Board Participant to designate without spousal consent a beneficiary to receive any portion of Directors prior to the Participant's Account balance in the event of the Participant's death, and in no event with respect to such beneficiary designation under this Plan, Section 7.1(c) shall any designation be effective as applied by application of the greater 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 purchase of a date prior to such receipt. If no Beneficiary designation is in effect at Qualified Preretirement Survivor Annuity and the time balance of the Participant's death, or if no designated Beneficiary survives Participant or if such designation conflicts with law, Participant's estate Account shall be entitled to exercise the Option, paid to the extent it is exercisable after the death of Optionee. If the Board of Directors is in doubt as designated beneficiary pursuant to the right of any person to exercise the Option, the Company may refuse to recognize such exercise, without liability for any interest or dividends on the underlying Shares, until the Board of Directors determines the person entitled to exercise the Option, or the Company may apply to any court of appropriate jurisdiction and such application shall be a complete discharge of the liability of the Company thereforSection 6.3.