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Delay in payment; other forms of payment. Any amounts payable under [Section 3.02(A)] that would have been paid within the six-month period following Executive's separation from service shall be accumulated and paid, and any amounts payable under [Section 3.02(B)] or [Section 4.01(a)] shall be paid, six months following Executive's separation from service or upon Executive's death if earlier, unless at the relevant time Executive is no longer a specified employee. Any amounts payable under [Section 5.01(ii)] or [Section 5.01(iii)] shall be paid as soon as practicable after death and in all events by the end of the calendar year in which death occurs or, if later, by the 15th day of the third month following the date of death.

DelayEach payment due under the Agreement that is not described in payment; other forms of payment. Any amounts payable under [Section 3.02(A)]this Attachment B, Section 1(c)(i) and that would have beenwould, absent this subsection, be paid within the six-month period following the Executive's "separation from service" from the Company and on account of the Executive's "separation from service" shall not be paid until the date that is six months and one day after such separation from service (or, if earlier, the Executive's death), with any such payments that are required to be delayed being accumulated during the six-month period and paid in a lump sum on the date that is six months and one day following the Executive's separation from service shall be accumulated and paid, and any amounts payablesubsequent payments, if any, being paid in accordance with the dates and terms set forth herein; provided, however, that the preceding provisions of this sentence shall not apply to any payment if and to the maximum extent that that such payment is deemed to be paid under [Section 3.02(B)] or [Section 4.01(a)] shalla separation pay plan that does not provide for a deferral of compensation by reason of the application of Treasury Regulation 1.409A-1(b)(9)(iii) (relating to separation pay upon an involuntary separation from service). Any payment that qualifies for the exception under Treasury Regulation Section 1.409A-1(b)(9)(iii) must be paid, six monthspaid no later than the last day of the Executive's second taxable year following Executive'sthe taxable year in which the separation from service or upon Executive's death if earlier, unless at the relevant time Executive is no longer a specified employee. Any amounts payable under [Section 5.01(ii)] or [Section 5.01(iii)] shall be paid as soon as practicable after death and in all events by the end of the calendar year in which death occurs or, if later, by the 15th day of the third month following the date of death.occurs.

Delay in payment; other formsPayment to a Specified Employee. If Executive is a “specified employee” within the meaning of payment.Treasury Regulation Section 1.409A-1(i) as of the date of Executive’s separation from service, the provisions of this Section 7.5 shall apply but only if, and to the extent, required to avoid the imputation of any tax, penalty or interest pursuant to Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), and the regulations and interpretive guidance promulgated thereunder (collectively, “[Section 409A]”). No distribution shall be made to Executive under Section 7.1, 7.3 or 7.4 of this Agreement before the date that is six months after his separation from service or, if earlier, the date of Executive’s death. Any amounts otherwise payable under [Section 3.02(A)] that would have been paid withinto Executive upon or in the six-six month period following Executive'Executive’s separation from service that are not so paid by reason of this Section 7.5 shall be accumulated and paid, and any amounts payable under [Section 3.02(B)] or [Section 4.01(a)] shall be paid,paid (without interest) as soon as practicable (and in all events within 10 days) after the date that is six months following Executive'after Executive’s separation from service or upon Executive's death(or, if earlier, unless at the relevant time Executive is no longer a specified employee. Any amounts payable under [Section 5.01(ii)] or [Section 5.01(iii)] shall be paid as soon as practicable after deathpracticable, and in all events by the end of the calendar year in which death occurs or, if later, by the 15th day of the third month followingwithin 10 days, after the date of death.Executive’s death).

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