“Regulation D” shall mean Regulation D of the Board as from time to time in effect and all official rulings and interpretations thereunder or thereof.

(f) “Person” means an individual, entity group or group (within the meaning of Sections 13(d)(3) or 14(d)(2) of the Exchange Act).

Expiration of SARs. A SAR granted under the Plan shall expire upon the date determined by the Administrator, in its sole discretion, as set forth in the Award Agreement. Notwithstanding the foregoing, the rules of [Sections 7(d)(ii), 7(d)(iii) and 7(d)(iv)])])] shall also apply to SARs.

"Facility D Loan" means a loan made or to be made under Facility D or the principal amount outstanding for the time being of that loan.

“Person” shall have the meaning given in Section 3(a)(9) of the Exchange Act, as modified and used in [Sections 13(d) and 14(d)])] thereof.

The first sentence of [Section 3.05] is amended by deleting the word “or” immediately before [clause (d)] thereof and adding immediately after such [clause (d)] the following:

(d) ☐ Not Applicable.

"Facility D Commitment" means:

"D" = date of drawdown

D--Assignment and Assumption