Voluntary Resignation by Executive. The Executive may terminate his employment (which shall also constitute a termination of this Agreement) upon at least ninety (90) days’ written notice by Executive to the Company. In the event Company chooses to effect Executive’s termination prior to the end of the notice period provided by Executive, Company will remain obligated to pay Executive for the full notice period. Upon termination by Executive pursuant to this Section 2.4, the Company shall pay Executive all compensation, benefits and reimbursable expenses accrued through the effective date of termination or as required by law, and shall comply with the terms of any applicable benefits plans and agreements between the Company and the Executive.

Assignment by the Executive. This Agreement shall inure to the benefit of and be enforceable by each the Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees, and legatees. If the Executive dies while any amount would still be payable to him hereunder had he continued to live, all such amounts, unless otherwise provided herein, shall be paid in accordance with the terms of this Agreement to the Executive’s Beneficiary. If the Executive has not named a Beneficiary, then such amounts shall be paid to the Executive’s devisee, legatee, or other designee, or if there is no such designee, to the Executive’s estate.

Senior Executive Incentive Plan. “Senior Executive Incentive Plan” means the ​ Senior Executive Annual Incentive Plan.

Executive to Return Property. Executive agrees that upon # the termination of Executive’s employment with ​ and within 3 business days thereof, whether by Executive or ​ for any reason (with or without cause), or # the written request of ​, Executive (or in the event of the death or disability of Executive, Executive’s heirs, successors, assigns and legal representatives) shall return to ​ any and all property of ​ regardless of the medium in which such property is stored or kept, including but not limited to all Secret Information, Confidential Information, notes, data, tapes, computers, lists, customer lists, supplier lists, vendor lists, names of customers, suppliers or vendors, reference items, phones, documents, sketches, drawings, software, product samples, rolodex cards, forms, manuals, keys, pass or access cards and equipment, without retaining any copies or summaries of such property. Executive further agrees that to the extent Secret Information or Confidential Information are in electronic format and in Executive’s possession, custody or control, Executive will provide all such copies to ​ and will not keep copies in such format but, upon ​’s request, will confirm the permanent deletion or other destruction thereof.

Termination by the Executive. The Executive may terminate employment hereunder at any time for any reason, including but not limited to, Good Reason. For purposes of this Agreement, “Good Reason” shall mean that the Executive has completed all steps of the

the address set forth in the Company’s records

In connection with receipt of this Grant Agreement, you acknowledge that you are subject to the Company’s policy regarding “Stock Ownership Policy for Executives”, if you are a member of the EMT.

Amendment to Benefit of Executive Officer. Any amendment to the benefit of an executive Officer under this Plan, to the extent approval of such amendment by the Board would be required by the Securities and Exchange Commission and its regulations or the rules of any applicable securities exchange, will require the approval of the Board.

Employee will accrue vacation in accordance with the Company’s policy in effect from time to time for other executive officers; provided that no decrease in vacation benefits from those available on the date hereof shall be applicable to Employee during the Term hereof. Employee shall be entitled to participate, according to eligibility provisions of each, in such medical, life and disability insurance programs, profit sharing plans, retirement plans, executive financial planning programs, and other fringe benefit plans as may be in effect from time to time during the Term hereof and available to other executive officers of the Company.

Other Payments and Benefits to Executive. Executive will receive and remain entitled to those payments and benefits enumerated in the April 27, 2015 Post-Retirement Benefits Summary from Andrew R. Carlin to Executive, a copy of which is attached hereto as [Exhibit A].