Administration. The Committee shall have full authority and discretion (subject only to the express provisions of the Plan) to decide all matters relating to the administration and interpretation of the Plan and this Agreement. All such Committee determinations shall be final, conclusive and binding upon the Company and the Participant.

Administration. The Committee shall have the full power and authority to administer and discretion (subject onlyinterpret the Plan and to establish rules for its administration including, without limitation, correcting any defect, supplying any omission or reconciling any inconsistency in this Plan in the manner and to the express provisionsextent it shall deem necessary to carry this Plan into effect. All decisions of the Plan) to decide all matters relating toCommittee on any question concerning the administrationselection of Participants and the interpretation and administration of the Plan and this Agreement. All such Committee determinations shall be final, conclusiveconclusive, and binding upon the Company and the Participant.all parties.

Administration. The authority to manage and control the operation and administration of this Agreement shall be vested in the Committee, and the Committee shall have full authority and discretion (subject onlyall powers with respect to this Agreement as it has with respect to the express provisions of the Plan) to decide all matters relating to the administration andPlan. Any interpretation of the PlanAgreement by the Committee and this Agreement. All such Committee determinations shall be final, conclusiveany decision made by it with respect to the Agreement is final and binding upon the Company and the Participant.binding.

Administration. The Committee shall have full authority and discretion (subject onlythe power to the express provisions of the Plan) to decide all matters relating to the administration and interpretation ofinterpret the Plan and this Agreement.Agreement and to adopt such rules for the administration, interpretation, and application of the Plan as are consistent therewith and to interpret or revoke any such rules. All suchactions taken and all interpretations and determinations made by the Committee determinations shall be final, conclusivefinal and binding upon the Grantee, the Company and all other interested persons. No member of the Participant.Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Agreement.

Administration. The Committee shall have full authoritythe power to interpret the Plan and discretion (subject onlythis Agreement and to adopt such rules for the express provisions of the Plan) to decide all matters relating to the administrationadministration, interpretation and interpretationapplication of the Plan and this Agreement.Agreement as are consistent with the Plan and to interpret or revoke any such rules. All suchactions taken and all interpretations and determinations made by the Committee (including determinations as to the calculation, satisfaction or achievement of performance-based vesting requirements, if any, to which the Options are subject) shall be final, conclusivefinal and binding upon theParticipant, Company and all other interested persons. No member of the Participant.Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Agreement.

Administration.The Plan shall be administered by the Committee. The Committee shall have full authority to administer the Plan, including the discretionary authority to interpret and discretion (subject only to the expressconstrue all provisions of the Plan)Plan, to decideresolve all matters relatingquestions of fact arising under the Plan, and to adopt such rules and regulations for administering the administrationPlan as it may deem necessary or appropriate. Decisions of the Committee shall be final and interpretationbinding on all parties. The Committee may delegate administrative responsibilities under the Plan to appropriate officers or employees of the Company. All expenses of the Plan and this Agreement. All such Committee determinations shall be final, conclusive and binding uponborne by the Company and the Participant.Company.

Administration. The Committee shall have full power and authority to administer the Plan, and discretion (subject only to the express provisionsconstrue and interpret its terms and provisions. Decisions of the Plan) to decide all matters relating to the administration and interpretation of the Plan and this Agreement. All such Committee determinations shall be final, conclusivefinal and binding upon the Company and the Participant.all parties.

Administration.The Plan shall be administered by the Committee. The Committee shall have fullthe authority to interpret the Plan and discretion (subject only to the express provisions of the Plan) to decidemake all mattersother decisions relating to the administration and interpretation of the Plan and this Agreement. AllPlan. The Committee may adopt such Committeerules or guidelines as it deems appropriate to administer the Plan. The Committee’s determinations under the Plan shall be final, conclusivefinal and binding upon the Company and the Participant.on all persons.

Administration. The Committee shall have full authoritythe power to interpret the Plan and discretion (subject onlythis Agreement and to adopt such rules for the express provisions of the Plan) to decide all matters relating to the administrationadministration, interpretation and interpretationapplication of the Plan and this Agreement.Agreement as are consistent with the Plan and to interpret or revoke any such rules. All suchactions taken and all interpretations and determinations made by the Committee (including determinations as to the calculation, satisfaction or achievement of performance-based vesting requirements, if any, to which the Restricted Shares are subject) shall be final, conclusivefinal and binding upon theParticipant, Company and all other interested persons. No member of the Participant.Committee shall be personally liable for any action, determination or interpretation made in good faith with respect to the Plan or this Agreement.

Administration. The Plan shall be administered by the Plan Administration Committee (hereinafter called “Administration Committee”). The Administration Committee shall have full authority and discretion (subject onlyall such powers that may be necessary to carry out the express provisions of the Plan)Plan, including, without reservation, the power to decide alldelegate administrative matters relatingto other persons and to construe and interpret the Plan at any time or on any matter in the absence of any action by the Board of Directors of the Company (the “Board”). Subject to the administrationforegoing, all decisions and interpretation ofdeterminations by the Plan and this Agreement. All suchAdministration Committee determinations shall be final, binding and conclusive as to all parties – including the Company, any personnel participating hereunder, and binding upon the Companyall other employees and the Participant.persons.