Additional Provisions Regarding Committee Authority. Subject to the terms of the Plan and Applicable Law, the Committee shall have full authority in its discretion to take any action with respect to the Plan, including but not limited to the authority to # determine individuals who are selected to participate in the Plan; # construe and interpret the Plan, Participation Agreements, and any other instruments under the Plan and establish and interpret rules and regulations for administering the Plan; and # make all other determinations deemed necessary or advisable for administering the Plan. Any decision made, or action taken, by the Committee under the Plan shall be final, conclusive, and binding on ​, any Affiliates, any Participant, and any other person. The Committee’s authority to select Participants under the Plan shall not in any way restrict the authority of ​ to grant compensation to employees or other service providers under any other compensation plan, program, or arrangement of ​.

Additional Provisions Regarding Committee Authority. SubjectAuthority of the Committee. Except as limited by law and subject to the termsprovisions of the Plan and Applicable Law,Plan, the Committee shallwill have full authority in its discretion to take any action with respect to the Plan, including but not limited to the authority to # determine individuals who are selectedpower to: select eligible employees to participate in the Plan; #determine the terms and conditions of all benefits payable under the Plan; construe and interpret the Plan, Participation Agreements,Plan and any other instrumentsagreement or instrument entered into under the PlanPlan; and establish and interpretestablish, amend or waive rules and regulations for administering the Plan; and #Plan’s administration. Further, the Committee will make all other determinations deemedthat may be necessary or advisable for administeringto administer the Plan. Any decision made, or action taken,As permitted by law, the Committee may delegate some or all of its authority under the Plan shall be final, conclusive, and binding on ​, any Affiliates, any Participant, and any other person. The Committee’s authority to select Participants under the Plan shall not in any way restrict the authority of ​ to grant compensation to employees or other service providers under any other compensation plan, program, or arrangement of ​.Plan.

Additional Provisions Regarding Committee Authority. SubjectSection # Authority of the Committee. Except as limited by law or by the Articles of Incorporation or By-Laws of the Company, and subject to the termsprovisions of the Plan and Applicable Law,Plan, the Committee shall have full authority in itspower and discretion to take any action with respect to# select the Plan, including but not limited toEmployees who shall participate in the authority toPlan; # determine individuals who are selected to participatethe sizes and types of Awards; # determine the terms and conditions of Awards in a manner consistent with the Plan; # construe and interpret the Plan, Participationall Award Agreements, and any other agreements or instruments entered into under the Plan and establish and interpretPlan; # establish, amend, or waive rules and regulations for administering the Plan;Plan’s administration; and # amend the terms and conditions of any outstanding Award and applicable Award Agreement to the extent that such terms and conditions are within the discretion of the Committee, subject to the provisions of this Plan and any applicable law. Further, the Committee shall make all other determinations deemedthat may be necessary or advisable for administeringthe administration of the Plan. Any decision made, or action taken,Each Award shall be evidenced by a written Award Agreement between the Company and the Participant and shall contain such terms and conditions established by the Committee underconsistent with the Planprovisions of the Plan. Notwithstanding the preceding provisions, the Committee shall be final, conclusive, and binding on ​,not have any Affiliates, any Participant, and any other person. The Committee’s authority to select Participants undertake any action with respect to an Award intended to constitute Performance-Based Compensation that would disqualify it from being such. Except as limited by applicable law or the Plan shall notPlan, the Committee may use its discretion to the maximum extent that it deems appropriate in any way restrictadministering the authority of ​ to grant compensation to employees or other service providers under any other compensation plan, program, or arrangement of ​.Plan.

Additional Provisions Regarding Committee Authority. SubjectUnless otherwise determined by the Board and subject to the termsprovisions of the Plan and Applicable Law,Plan, the Committee and the Administrator (subject to the Committee’s ability to restrict the Administrator) shall have full authority in its discretion to take any action with respect to the Plan, including but not limited to the authority toand full discretionary power to: # designate eligible Participants, and make Awards; # determine individuals who are selected to participate in the Plan;size of Awards as specified herein; # administer, construe and interpret the Plan, Participation Agreements,Plan; # prescribe, amend and any other instruments under the Plan and establish and interpretrescind rules and regulations for administeringregulations, agreements, terms, and notices hereunder (but not unilateral modifications to existing Awards without the Plan;affected Participant’s written consent); and # make all other determinations deemed necessary or advisable in its discretion for administeringthe administration of the Plan. Any decision made, or action taken, byactions of the Committee underwith respect to the Plan shall be final, conclusive,conclusive and binding on ​, any Affiliates, any Participant,upon all persons interested in the Plan. The Committee and any other person. The Committee’sAdministrator may each appoint agents and delegate authority as advisable to select Participants underadminister the Plan shall not in any way restrict the authority of ​ to grant compensation to employees or other service providers under any other compensation plan, program, or arrangement of ​.Plan.