Unfunded Obligation. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parent or Subsidiary shall be required to segregate any monies from its general funds, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, that the Company may make to fulfill its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant account shall create or constitute a trust or fiduciary relationship between the Administrator, the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant or the Participant’s creditors in any assets of the Company or Parent or Subsidiary. The Participants shall have no claim against the Company or any Parent or Subsidiary for any changes in the value of any assets that may be invested or reinvested by the Company with respect to the Plan.

Unfunded Obligation.Plan. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parentno right, title or Subsidiary shall be required to segregate any monies from its general funds,interest whatsoever in or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments,investments that the Company or any Subsidiaries may make to fulfillaid it in meeting its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant accountNothing contained in this Plan, and no action taken pursuant to its provisions, shall create or constitutebe construed to create a trust of any kind, or a fiduciary relationship between the Administrator,Company and any Participant, beneficiary, legal representative or any other individual. To the extent that any individual acquires a right to receive payments from the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant orunder this Plan, such right shall be no greater than the Participant’s creditors in any assetsright of an unsecured general creditor of the Company or Parentthe Subsidiary, as the case may be. All payments to be made hereunder shall be paid from the general funds of the Company, or Subsidiary. The Participantsthe Subsidiary, as the case may be, and no special or separate fund shall havebe established, and no claim against the Company or any Parent or Subsidiary for any changessegregation of assets shall be made to assure payment of such amounts except as expressly set forth in the value of any assets that may be invested or reinvested by the Company with respect to thethis Plan.

Section # Unfunded Obligation. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to ParticipantsGrantees pursuant to thethis Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the1974. The Company nor any Parent or Subsidiary shall not be required to segregate any monies from its general funds, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, thatwhich the Company may make to fulfill its payment obligations under this Plan. Neither anyhereunder. Any investments noror the creation or maintenance of any trust foror any ParticipantGrantee account shall not create or constitute a trust or fiduciary relationship between the Administrator,Committee or the Company or any Parent or Subsidiary and a Participant,Grantee, or otherwise create any vested or beneficial interest in any ParticipantGrantee or the Participant’Grantee’s creditors in any assets of the Company or Parent or Subsidiary.Company. The ParticipantsGrantees shall have no claim against any the Company or any Parent or Subsidiary for any changes in the value of any assets thatwhich may be invested or reinvested by the Company with respect to thethis Plan.

Unfunded Obligation.Plan. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parentno right, title or Subsidiary shall be required to segregate any monies from its general funds,interest whatsoever in or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments,investments that the Company or any Subsidiaries or Affiliates may make to fulfillaid it in meeting its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant accountNothing contained in this Plan, and no action taken pursuant to its provisions, shall create or constitutebe construed to create a trust of any kind, or a fiduciary relationship between the Administrator,Company and any Participant, beneficiary, legal representative or any other individual. To the extent that any individual acquires a right to receive benefits from the Company or any ParentSubsidiary or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant orAffiliate under this Plan, such right shall be no greater than the Participant’s creditors in any assetsright of an unsecured general creditor of the Company or Parentthe Subsidiary or Subsidiary. The Participantsthe Affiliate, as the case may be. All payments to be made hereunder shall havebe paid from the general funds of the Company, and no claim against the Companyspecial or any Parent or Subsidiary for any changesseparate fund shall be established, and no segregation of assets shall be made to assure payment of such amounts except as expressly set forth in the value of any assets that may be invested or reinvested by the Company with respect to thethis Plan.

Unfunded Obligation.Plan. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parentno right, title, or Subsidiary shall be required to segregate any monies from its general funds,interest whatsoever in or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments,investments that the CompanyCompany, and/or its Subsidiaries, and/or Affiliates may make to fulfillaid it in meeting its payment obligations under thisthe Plan. Neither any investments norNothing contained in the creation or maintenance of any trust for any Participant accountPlan, and no action taken pursuant to its provisions, shall create or constitutebe construed to create a trust of any kind, or a fiduciary relationship between the Administrator, the Company and any Participant, beneficiary, legal representative, or any Parent other person. To the extent that any person acquires a right to receive payments from the Company, and/or Subsidiary and a Participant, its Subsidiaries, and/or otherwise create any vested or beneficial interest in any Participant orAffiliates under the Participant’s creditors in any assetsPlan, such right shall be no greater than the right of an unsecured general creditor of the CompanyCompany, a Subsidiary, or Parentan Affiliate, as the case may be. All payments to be made hereunder shall be paid from the general funds of the Company, a Subsidiary, or Subsidiary. The Participantsan Affiliate, as the case may be and no special or separate fund shall havebe established and no claim against the Company or any Parent or Subsidiary for any changessegregation of assets shall be made to assure payment of such amounts except as expressly set forth in the value of any assets that may be invested or reinvested by the Company with respectPlan. The Plan is not subject to the Plan.ERISA.

Unfunded Obligation.Plan. Participants shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parentno right, title, or Subsidiary shall be required to segregate any monies from its general funds,interest whatsoever in or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments,investments that the CompanyCompany, its Subsidiaries, or its Affiliates may make to fulfill its paymentaid them in meeting their obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant accountNothing contained in this Plan, and no action taken pursuant to its provisions, shall create or constitutebe construed to create a trust of any kind, or a fiduciary relationship between the Administrator,Company and any Participant, beneficiary, legal representative, or any other individual. To the extent that any individual acquires a right to receive payments from the Company or any ParentAffiliate or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant orunder this Plan, such right shall be no greater than the Participant’s creditors in any assetsright of an unsecured general creditor of the Company or Parentthe Subsidiary or Subsidiary. The ParticipantsAffiliate, as the case may be. All payments to be made hereunder shall have no claim againstbe paid from the Companygeneral funds of the Company, or any Parentthe Subsidiary or Subsidiary for any changes inAffiliate, as the value of any assets thatcase may be investedand no special or reinvested by the Company with respectseparate fund shall be established and no segregation of assets shall be made to theassure payment of such amounts except as expressly set forth in this Plan.

Unfunded Obligation.Unsecured General Creditor. Participants and their Beneficiaries, heirs, successors, and assigns shall have the status of general unsecured creditors of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parentno legal or Subsidiary shall be required to segregate any monies from its general funds,equitable rights, claims, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, that the Company may make to fulfill its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant account shall create or constitute a trust or fiduciary relationship between the Administrator, the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participantspecific property or the Participant’s creditors in any assets of the Company or Parent or Subsidiary. The Participants shall have no claim againstthe Trust (if any). No assets of the Company or the Trust shall be held in any Parent or Subsidiaryway as collateral security for any changesthe fulfilling of the obligations of the Company under this Plan. The Company’s obligation under the Plan shall be merely that of an unfunded and unsecured promise of the Company to pay money in the valuefuture, and the rights of any assets that maythe Participants and Beneficiaries shall be invested or reinvested byno greater than those of unsecured general creditors. It is the intention of the Company with respectthat this Plan be unfunded for purposes of the Code and within the meaning of Title I of ERISA (notwithstanding that ERISA has no application as such to the Plan). Any payment to a Participant or the Participant’s Beneficiary in accordance with the provisions of the Plan shall be in full satisfaction of all claims against the Committee and the Company under the Plan.

Unfunded Obligation.Unsecured General Creditor. Participants and their Beneficiaries, heirs, successors, and assigns shall have the status of general unsecured creditorsno legal or equitable rights, claims, or interest in any specific property or assets of the Company. Any amounts payable to Participants pursuant toEmployer or the Trust (if any). No assets of the Employer or the Trust shall be held in any way as collateral security for the fulfilling of the obligations of the Employer under this Plan. The Employer’s obligation under the Plan shall be merely that of an unfunded and unsecured obligationspromise of the Employer to pay money in the future, and the rights of the Participants and Beneficiaries shall be no greater than those of unsecured general creditors. If a Participant has deferred Compensation or Performance Share Awards earned for service with a Subsidiary, such Subsidiary shall be primarily liable for all purposes, including, without limitation,obligations under the Plan with respect thereto and the Company shall be secondarily liable thereafter. It is the intention of the Employer that this Plan be unfunded for purposes of the Code and for purposes of Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parent or Subsidiary shall be required to segregate any monies from its general funds, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, that the Company may make to fulfill its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant account shall create or constitute a trust or fiduciary relationship between the Administrator, the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant or the Participant’s creditors in any assets of the Company or Parent or Subsidiary. The Participants shall have no claim against the Company or any Parent or Subsidiary for any changes in the value of any assets that may be invested or reinvested by the Company with respect to the Plan.ERISA.

Unfunded Obligation.All Accounts and all rights of Participants to benefits under the Plan are unfunded obligations of the Company. Plan benefits shall be paid from the general assets of the Company, and Participants shall have the status of an unsecured general unsecured creditorscreditor of the Company. Any amounts payable to Participants pursuant to the Plan shall be unfunded and unsecured obligations for all purposes, including, without limitation, Title I of the Employee Retirement Income Security Act of 1974, as amended. Neither the Company nor any Parent or Subsidiary shall be required to segregate any monies from its general funds, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, that the Company may make to fulfill its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant account shall create or constitute a trust or fiduciary relationship between the Administrator, the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participant or the Participant’s creditors in any assets of the Company or Parent or Subsidiary. The Participants shall have no claim against the Company or any Parent or Subsidiary for any changes in the value of any assets that may be invested or reinvested by the Company with respect to all interests under the Plan. The Plan is a plan of unfunded deferred compensation. Notwithstanding the foregoing, the Company may, but shall not be required to, establish a trust or other funding vehicle under the Plan that does not affect the Plan’s status as a Plan of unfunded deferred compensation.

Unfunded Obligation.Plan. The Company shall not be obligated to fund its liabilities under the Plan, the Accounts established for the Participants shall havenot constitute trusts, distributions hereunder shall be made from the statusgeneral funds of the Company, and the rights of each Participant shall be those of an unsecured general unsecured creditorscreditor of the Company. Any amounts payable to Participants pursuant to the PlanA Participant's claim at any time shall be unfundedfor the amount credited to such Participant's Accounts at such time. No amount credited to a Participant’s Account shall be set aside or invested in any actual fund on behalf of such Participant, and unsecured obligations for all purposes, including, without limitation, Title I ofneither the Employee Retirement Income Security Act of 1974, as amended. Neither the CompanyParticipant nor any Parent or Subsidiaryother person shall be required to segregatehave any monies from its general funds, or to create any trusts, or to establish any special accounts with respect to such obligations. The Company shall retain at all times beneficial ownership of any investments, including trust investments, that the Company may make to fulfill its payment obligations under this Plan. Neither any investments nor the creation or maintenance of any trust for any Participant account shall create or constitute a trust or fiduciary relationship between the Administrator, the Company or any Parent or Subsidiary and a Participant, or otherwise create any vested or beneficial interest in any Participantfund or in any specific asset of the Company by reason of amounts credited to the Participant’s creditors in any assets ofAccount; provided that this [Section 10(a)] shall not preclude the Company from making investments for its own account (whether directly or Parent or Subsidiary. The Participants shall have no claim against the Company or any Parent or Subsidiary for any changesthrough a grantor trust) to assist it in the value of any assets that may be invested or reinvested by the Company with respect to the Plan.meeting its obligations hereunder.