Administration by Board of Directors. The Plan will be administered by the Board. The Board shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the terms of the Plan and any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency. All decisions by the Board with respect to the Plan and any Awards shall be made in the Board’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award.

Administration by Board of Directors. The Plan will be administered by the Board. The Board shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the terms of the Plan and any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient to carry the Plan into effect and it shall be the sole and final judge of such expediency. All decisions by the Board with respect to the Plan and any Awards shall be made in the Board’Board’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award. No director or person acting pursuant to the authority delegated by the Board shall be liable for any action or determination relating to or under the Plan made in good faith.

Administration by Board of Directors.the Board. The Plan will be administered by the Board. The Board shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the terms of the Plan and any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient to carry the Plan into effect and it shall be the sole and final judge of such expediency. All decisions by the Board with respect to the Plan and any Awards shall be made in the Board’Board’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award.

Administration by Board of Directors. The Plan will be administered by the Board.Board of Directors of [[Organization A:Organization]] (the “Board”). The BoardBoard, in its sole discretion, shall have the authority to grant Awards and amend Awards, to adopt, amend and repeal such administrative rules, guidelines and practicesrules relating to the Plan as it shall deem advisable. The Board may construe and to interpret and correct the termsprovisions of the Plan and any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency.Award. All decisions by the Board with respect to the Plan and any Awards shall be made in the Board’s sole discretion and shall be final and binding on all persons havinginterested persons. Neither [[Organization A:Organization]] nor any member of the Board shall be liable for any action or claiming any interest indetermination relating to the Plan or in any Award.Plan.

Administration by Board of Directors. The Plan will be administered by the Board.Committee. The BoardCommittee shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The BoardCommittee may construe and interpret the terms of the Plan and any Awardaward agreements entered into under the Plan. The BoardCommittee may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Awardaward agreement in the manner and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency. All decisions by the Board with respect to the Plan and any AwardsCommittee shall be made in the Board’Committee’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award.award agreement.

Administration of Plan. The Plan is administered by the Committee appointed by the Company’s Board of Directors. The Plan will be administered byCommittee has the Board. The Board shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the termsPlan, to make rules of general application relating to the Plan, to amend outstanding awards pursuant to the Plan, and to require of any person receiving an award, at the time of such receipt or lapse of restrictions, the execution of any paper or the making of any representation or the giving of any commitment that the Committee shall, in its discretion, deem necessary or advisable by reason of the Plan and any Award agreements entered into undersecurities laws of the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the PlanUnited States or any AwardState, or the execution of any paper or the payment of any sum of money in respect of taxes or the manner andundertaking to pay or have paid any such sum that the extent itCommittee shall in its discretion, deem expedient and it shall benecessary by reason of the sole and final judgeInternal Revenue Code or any rule or regulation thereunder, or by reason of such expediency. All decisions by the Board with respect to the Plan andtax laws of any Awards shall be made in the Board’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award.State.

Administration by Board of Directors.the Board. The Plan willshall be administered by the Board. The Board shall have authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the termsAll questions of interpretation of the Plan andor of any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient and itGrant shall be the sole and final judge of such expediency. All decisionsdetermined by the Board with respect to the PlanBoard, and any Awards shall be made in the Board’s sole discretion andsuch determinations shall be final and binding onupon all persons having or claiming anyan interest in the Plan or in any Award.such Grant.

Administration by Board of Directors.Administration. The Plan will be administered by the Board.person or persons (the “Administrator”) appointed by the Company’s Board of Directors (the “Board”) for such purpose. The Board shall haveAdministrator has authority to grant Awards and toat any time to: # adopt, amendalter and repeal such administrative rules, guidelines and practices relating tofor the administration of the Plan and for its own acts and proceedings as it shall deem advisable. The Board may construe andadvisable; # interpret the terms and provisions of the PlanPlan; # make all determinations it deems advisable for the administration of the Plan; # decide all disputes arising in connection with the Plan; and any Award agreements entered into under# otherwise supervise the administration of the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency inAll interpretations and decisions of the Plan or any Award in the manner and to the extent it shall deem expedient and itAdministrator shall be binding on all persons, including the soleCompany and final judgethe Participants. No member of such expediency. All decisions by the Board or individual exercising administrative authority with respect to the Plan and any Awards shall be liable for any action or determination made in the Board’s sole discretion and shall be final and binding on all persons having or claiming any interest ingood faith with respect to the Plan or in any Award.option granted hereunder.

Administration by Board of Directors. The Plan willshall be administered by the Board. The BoardBoard, which shall have sole and complete discretion and authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Planwith respect thereto, except as it shall deem advisable. The Board may construe and interpret the terms of the Plan and any Award agreements entered into underexpressly limited by the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the manner and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency. All decisionsaction taken by the Board with respect to the Plan and any Awards shall be made in the Board’s sole discretionadministration and interpretation of the Plan shall be final and binding on all persons havingmatters relating to the Plan. All questions of interpretation, administration and application of the Plan shall be determined by a majority of the members of the Board, except that the Board may authorize any Directors, officers or claiming any interestemployees of the Corporation to assist the Board in the administration of the Plan and to execute documents on behalf of the Board. The Board also may delegate to a committee of the Board, or in any Award.such other Directors, officers or employees, as the Board determines, such other ministerial and discretionary duties as it sees fit.

Administration by Board of Directors.the Plan. The Plan willshall be administered by the Committee. Any power of the Committee may also be exercised by the Board. TheTo the extent that any permitted action taken by the Board conflicts with action taken by the Committee, the Board action shall havecontrol. Any or all aspects of the administration of the Plan may be delegated to one or more officers or Employees, including, without limitation, the authority to grant Awards and to adopt, amend and repeal such administrative rules, guidelines and practices relating to the Plan as it shall deem advisable. The Board may construe and interpret the terms of the Plan and any Award agreements entered into under the Plan. The Board may correct any defect, supply any omission or reconcile any inconsistency in the Plan or any Award in the mannerParticipants who are not Executive Officers, if and to the extent it shall deem expedient and it shall be the sole and final judge of such expediency. All decisionspermitted by the Board with respect to the Plan and any Awards shall be made in the Board’s sole discretion and shall be final and binding on all persons having or claiming any interest in the Plan or in any Award.applicable law.