Annual Retainers. Each Non-Employee Director shall be eligible to receive an annual cash retainer of $120,000 for service on the Board. In addition, a Non-Employee Director shall receive the following additional annual retainers, as applicable:

Annual Reports. Within ninety (90) days after the close of each of ​’s fiscal years (or such earlier date on which such statements are required to be filed with the Commission), annual audited consolidated financial statements for ​ and its Subsidiaries, including a consolidated balance sheet as of the end of such period, related statement of consolidated income, statement of consolidated shareowners’ equity, and statement of cash flows, all prepared in accordance with Agreement Accounting Principles, accompanied by an unqualified audit report of independent auditors acceptable to the Lenders;

Annual Additions. “Annual Additions” means the sum credited to a Participant’s Accounts for any Limitation Year of # Employer contributions, # Employee contributions, # forfeitures, # amounts allocated, after March 31, 1984, to an individual medical account (as defined in Code Section 415(l)(2)) which is part of a pension or annuity plan maintained by the Employer, and # amounts derived from contributions paid or accrued after December 31, 1985, in taxable years ending after such date, which are attributable to post-retirement medical benefits allocated to the separate account of a key employee (as defined in Code Section 419A(d)(3)) under a welfare benefit plan (as defined in Code Section 419(e)) maintained by the Employer. The following are not Annual Additions: # the transfer of funds from one qualified plan to another; # provided no more than one-third of the Employer contributions for the year are allocated to Highly Compensated Participants, Forfeitures of Company Stock purchased with the proceeds of an Exempt Loan and Employer contributions applied to the payment of interest on an Exempt Loan, # rollover contributions (as defined in Code Sections 402(a)(5), 403(b)(8) and 408(d)(3)); # repayments of loans made to a Participant from the Plan; # repayments of distributions received by an Employee pursuant to Code Section 411(a)(7)(B) (cash-outs); # repayments of distributions received by an Employee pursuant to Code Section 411(a)(3)(D) (mandatory contributions); and # Employee contributions to a simplified employee pension excludable from gross income under Code Section 408(k)(6).

Annual Bonus. Executive is eligible to earn a target annual bonus of 100% of Executive’s Base Salary based upon achievement of performance objectives to be determined by the Committee in its sole discretion after conferring with Executive and payable upon achievement of those applicable objectives, subject to minimum and maximum limits as established by the Committee (the “Annual Bonus”). If the Committee, in its sole discretion, determines the applicable performance objectives are achieved in a manner that would result in a payment of the Annual Bonus (or portion thereof), such amount will be paid when practicable after the Committee determines the relevant performance objectives have been achieved, subject to Executive being employed on the date of payment; provided, however, that if the Employment Term is not extended as a result of a notice from the Company or Executive to the other, Executive only shall be required to be employed on the last day of a performance period in order to be eligible for the annual bonus for such performance period and the annual bonus for such performance period shall be paid no later than 2 1⁄2 months following the end of such performance period . The Committee may modify the structure and performance objectives used for Annual Bonus determinations.

Annual Bonus. In addition to Annual Base Salary, the Executive shall be awarded, for each fiscal year ending during the Employment Period, an annual bonus in cash at least equal to the highest cash bonus paid to the Executive by the Company and its affiliated companies in respect of the ten fiscal years (or such shorter period during which the Executive has been employed by the Company) immediately preceding the fiscal year in which the Effective Date occurs (annualized for any fiscal year during such period consisting of less than twelve full months or with respect to which the Executive has been employed by the Company for less than twelve full months) (referred to herein as the "Annual Bonus"). Each such Annual Bonus shall be paid no later than the end of the third month of the fiscal year next following the fiscal year for which the Annual Bonus is awarded, unless the Executive shall elect to defer the receipt of such Annual Bonus.

Annual Volumes. By December 15th of each year, PEF shall notify Tejon of the quantity of Annual Volume and Additional Supply, as applicable, to be delivered to Pastoria and to Groundwater Storage for the following calendar year and the anticipated monthly and daily delivery schedule (“Annual Volume Scheduling Notice”). The Annual Volume Scheduling Notice shall constitute an irrevocable commitment to purchase from Tejon the Annual Volume and Additional Supply (if any) in the quantities set forth therein.

Annual Salary. CEO shall be paid by USPB a base annual salary of $300,000 for each employment year 2016, 2017, and 2018 during the term of CEO’s employment under this Agreement, pro-rated for partial years, payable on USPB’s normal payroll dates.

Annual Bonus. You will be eligible to receive an annual cash bonus of up to 40% of your base salary at the discretion of the Board, and subject to pro ration for 2014.

Annual Tax Statements. No later than forty-five (45) days after filing, Borrowers shall cause signed and dated tax returns as reviewed and executed by a certified public accountant and filed by or on behalf of Borrowers and each Guarantor to be delivered to Bank.

Annual Equity Grants. Each fiscal year of the Company, with respect to each Executive Participant other than the CEO, # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP RSU Award”) in the form of restricted stock units with time-based vesting requirements, paid out in shares of the Company’s Common Stock (the “LTIP RSUs”), # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP PSU Award”) in the form of restricted stock units with performance-based vesting requirements, paid out in shares of the Company’s Common Stock (the “LTIP PSUs”), and # 33% of the Participant’s Aggregate Target Value shall be granted as an annual award (the “Annual LTIP Option Award”) in the form of nonqualified stock options with time-based vesting requirements (“LTIP Options”). Each fiscal year of the Company, with respect to the CEO, # 25% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP RSU Award in the form of LTIP RSUs, # 50% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP PSU Award in the form of LTIP PSUs, and # 25% of the CEO’s Aggregate Target Value shall be granted as an Annual LTIP Option Award in the form of LTIP Options. Each fiscal year of the Company, with respect to each Other Participant, 100% of the Participant’s Aggregate Target Value shall be granted as an Annual LTIP RSU Award in the form of LTIP RSUs.