Amount Which May Be Deferred. Prior to ​, an Outside Director may elect to defer all or a portion of his fees in accordance with the options set forth on the applicable deferral election form, a copy of which shall be provided by the Plan Administrator. For purposes of this Plan, the "Plan Administrator" shall be the Retirement Committee appointed by A&B's Board of Directors or such other committee or persons appointed by A&B's Board of Directors from time to time to administer the Plan.

Deferred Amount. The amount of a Monthly Deferral Participant's Monthly Compensation that the Participant elects to defer in accordance with [Section 4] hereof.

It is the intention of the Company that the Plan will continue indefinitely, but the Company may, by action of its Board of Directors, its Executive Chairman, its Chief Executive Officer or a committee or individual(s) acting pursuant to a valid delegation of authority, at any time and for any reason, amend the Plan retroactively or prospectively, terminate the Plan or permanently discontinue Company Contributions hereunder without terminating the Trust Agreement or the other provisions of the Plan.

Manner In Which Shares Will Be Held. All shares of Restricted Stock awarded to Participant hereunder shall be issued in book-entry form and held by the Company, or its designee, in such form, and as such, no stock certificates evidencing such shares will be issued or held with respect to such Restricted Stock. Certain terms, conditions and restrictions applicable to such Restricted Stock will be noted in the records of the Company’s transfer agent and in the book-entry system. At the Company’s discretion, and subject to the provisions of this Paragraph 4, stock certificates evidencing the shares of Restricted Stock awarded under this Agreement may be issued and registered in the name of Participant. In such event, such certificates shall be delivered to and held in custody by the Company, or its designee, until the restrictions thereon shall have lapsed or any conditions to the vesting of such Award, or a portion thereof, have been satisfied, and such certificates shall bear an appropriate legend referring to the terms, conditions and restrictions applicable to such Award.

Awards May Be Granted Separately or Together. Awards may, in the discretion of the Committee, be granted either alone or in addition to, in tandem with or in substitution for any other Award or any award granted under any other Plan of the Company or any Affiliate. Awards granted in addition to or in tandem with other Awards or in addition to or in tandem with awards granted under another Plan of the Company or an Affiliate may be granted either at the same time as or at a different time from the grant of such other Awards or awards.

Benefits May Not Be Assigned or Alienated. Benefits payable to, or on account of, any individual under the Plan may not be voluntarily or involuntarily assigned, pledged, transferred, mortgaged, alienated, conveyed in advance of actual receipt or otherwise encumbered. No such amounts shall be subject to seizure or sequestration for the payment of any debts, judgments, alimony or separation maintenance owed by a Participant or any other person, nor be transferable by operation of law in the event of a Participant's or any other person's bankruptcy or insolvency. Any such attempted assignments to transfer shall be void. Prior to the death of any Participant, no other person shall have any rights under the Plan with respect to that Participant.

Exercise Right; When Warrants May Be Submitted for Exercise. Subject to [Section 5(c)(ii)], Holders will have the right to submit all, or any whole number of Warrants that is less than all, of their Warrants for Exercise at any time during the Exercise Period.

Amount. The death benefit payable to the Participant's Eligible Spouse or Designated Beneficiary shall be one hundred twenty (120) monthly payments commencing on the first day of the month following the month in which the Participant would have attained his or her Normal Retirement Age if he or she had not died, with each such monthly benefit payment equal to the difference between the monthly benefits determined under [Section 4.1(a)(i)] and [Section 4.1(a)(ii)] below where:

Amount. Up to an aggregate of 44,300,000 shares of Common Stock, subject to adjustment under ​, may be issued pursuant to Awards, including Incentive Stock Options, under the Plan. If any Award expires or is terminated unexercised or is forfeited, the shares subject to such Award, to the extent of such expiration, termination, or forfeiture, shall again be available for award under the Plan. Common Stock issued through the assumption or substitution of outstanding grants from an acquired company shall not reduce the shares available for Awards under the Plan. Shares issued under the Plan may consist of authorized but unissued shares or treasury shares.

Amount. In consideration of your efforts during 20​ relating to ​, the Company will pay to you a cash bonus in the amount of ​ (the “20​ Bonus”).