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Director Tenure. No outside Director or candidate shall be considered or allowed to stand for election to the Board if he/she shall have reached 72 years of age at the time of such election. Notwithstanding the foregoing, if recommended by the Committee, the Board may allow a currently serving outside Director who shall have reached age 72 at the time of such election to be nominated for one additional three-year term.

Director Tenure. No outside Director or candidate shall be considered or allowed to stand for election to the Board if he/she shall have reached 72 years of age at the time of such election. Notwithstanding the foregoing, if recommended by the Committee, the Board may allow a currently serving outside Director who shall have reached age 72 at the time of such election to be nominated for one additional three-year term.

Director Tenure. NoAny outside Director whose employment status materially changes, through retirement or candidate shall be considered or allowedotherwise, may, subject to stand for election toCommittee review, remain on the Board ifuntil his/her current term expires and, provided he/she shall havehas not reached 72 years of age at the timeupon expiration of such election. Notwithstanding the foregoing, if recommended by the Committee, the Board may allow a currently serving outside Director who shall have reached age 72 at the time of suchhis/her current term, will be eligible for nomination for election to be nominated for one or more additional three-year term.term(s).

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