Dividend Equivalents. To the extent provided in an Award Agreement, and subject to the requirements of Section 409A of the Code, an award of RSUs may provide the Grantee with the right to receive dividend equivalent payments with respect to common stock subject to such award, which payments may be settled in cash or common stock, as determined by the Committee. Any such settlements and any crediting of dividend equivalents may, at the time of grant of the RSU, be made subject to the transfer restrictions, forfeiture risks, vesting and conditions of the RSUs and subject to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.

Dividend Equivalents. To the extent provided in an Award Agreement,Pursuant to and subject to the requirements of Section 409A ofterms and conditions set forth herein, and in the Code, an award of RSUs may providePlan, the Company hereby awards to the Grantee with thea right to receive in respect of each RSU held by the Grantee on a dividend record date occurring after the Grant Date and prior to the Vest Date, the equivalent payments with respect to common stock subject to such award, which payments mayvalue of any ordinary cash dividends that are paid on a share of Common Stock (“Dividend Equivalent”). Dividend Equivalents will be settledreinvested in cash or common stock, asthe form of additional RSUs determined by dividing the Committee. Any such settlements and any crediting of dividend equivalents may, at the time of grantvalue of the RSU,Dividend Equivalent by the Fair Market Value of a share of Common Stock on the Company’s dividend payment date. Dividend Equivalents will also accrue on the additional RSUs issued from Dividend Equivalents (and be madereinvested into additional Dividend Equivalents). Dividend Equivalents are subject to the transfer restrictions, forfeiture risks, vesting andsame conditions ofas the RSUs to which they are attributable, including but not limited to vesting, transferability, forfeiture, time and subject to such other conditions, restrictionsform of settlement as further described in this Agreement and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.Plan.

Dividend Equivalents. ToUntil such time as the extent providedRSUs vest in full, the Grantee shall be credited with an Award Agreement,amount equal to all cash and stock dividends (whether ordinary or extraordinary) (“Dividend Equivalents”) that would have been paid to the Grantee if one share of Stock had been issued on the Grant Date for each RSU granted to the Grantee as set forth in this Agreement and that remains outstanding. In its discretion, the Company may reinvest any cash Dividend Equivalents into additional shares of Stock. Dividend Equivalents shall be subject to the requirements ofsame vesting restrictions, forfeiture and other conditions as the RSUs to which they are attributable and shall be paid, if at all, on the same date that the RSUs to which they are attributable are settled in accordance with Section 409A2 hereof. Dividend Equivalents that are held for the benefit of the Code, an award of RSUs may provide the Grantee with the right to receive dividend equivalent payments with respect to common stock subject to such award, which payments mayshall be settleddistributed in cash or common stock, as determined byin the Committee. Any such settlements and any crediting of dividend equivalents may, at the time of grantdiscretion of the RSU, be made subject toCompany, in shares of Stock based on the transfer restrictions, forfeiture risks, vesting and conditionsclosing price of a share of Stock on the RSUs and subject to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.Vesting Date.

Dividend Equivalents. To the extent provided inAny cash or Common Stock dividends paid on shares of Common Stock underlying an Award Agreement, and subjectRSU prior to the requirementsSettlement Date for such RSU shall be credited to a dividend book entry account on your behalf (any such credited amount, a “Dividend Equivalent”). Any cash Dividend Equivalents shall not be deemed to be reinvested in shares of Section 409A of the Code, an award of RSUs may provide the Grantee with theCommon Stock and will be held uninvested and without interest. Your right to receive dividend equivalent paymentsany Dividend Equivalents with respect to common stock subjectcash dividends shall vest only if and when the related RSU vests, and an amount equal to such award, which payments maycash dividends shall be settledpaid to you in cash or common stock, as determined byon the Committee. Any such settlementsapplicable Settlement Date on which the related RSU is settled. Your right to receive any Dividend Equivalents with respect to dividends of Common Stock shall vest only if and any crediting of dividend equivalents may, atwhen the time of grantrelated RSU vests, and on the applicable Settlement Date on which the related RSU is settled you will be paid an amount in cash equal to the Fair Market Value of the RSU, be made subjectCommon Stock underlying such dividend as of the applicable Settlement Date. Prior to the transfer restrictions, forfeiture risks, vesting and conditions ofpayment thereof, any Dividend Equivalents will be encompassed within the RSUs and subjectterm “Award” with respect to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.relevant RSUs.

Dividend Equivalents. To the extent provided inThe Company will establish an Award Agreement, and subjectamount for each RSU equal to the requirements of Section 409Aper share quarterly dividend payments made to the Company’s shareholders during the period beginning on the Grant Date and ending on the date that such RSU vests or is cancelled (“Dividend Equivalents”). The Company shall accumulate Dividend Equivalents and, upon vesting of the Code, an award of RSUs may providerelated RSU, will pay the Grantee witha single lump sum cash amount equal to the right to receive dividend equivalent paymentsDividend Equivalents on the same date that a share of Common Stock is delivered with respect to common stock subjectsuch RSU, as described in Section 4 of this Grant Agreement. Any accumulated and unpaid Dividend Equivalents attributable to such award, which payments maya RSU that is cancelled are immediately forfeited upon cancellation and will not be settled in cash or common stock, as determined by the Committee. Any such settlements and any crediting of dividend equivalents may, at the time of grant of the RSU, be made subject to the transfer restrictions, forfeiture risks, vesting and conditions of the RSUs and subject to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.paid.

Dividend Equivalents. To the extent provided in anThe Award Agreement, and subject to the requirements of Section 409A of the Code, an award of RSUsagreement for Restricted Stock Units may provide the GranteeParticipants with the right to receive dividend equivalent payments with respectan amount equal to common stock subject to such award, which paymentsany dividends or other distributions declared and paid on an equal number of outstanding shares of Common Stock (“Dividend Equivalents”). Dividend Equivalents may be settled in cash and/or common stock, as determined by the Committee. Any such settlementsshares of Common Stock and any crediting of dividend equivalents may, at the time of grant of the RSU,shall be made subject to the same restrictions on transfer restrictions, forfeiture risks, vesting and conditions of the RSUs and subject to such other conditions, restrictions and contingenciesforfeitability as the Committee shall establish atRestricted Stock Units with respect to which paid, in each case to the time of grant ofextent provided in the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.Award agreement.

Dividend Equivalents. To the extent provided in anThe Award Agreement, and subject to the requirements of Section 409A of the Code, an award of RSUsagreement for Restricted Stock Units may provide the GranteeParticipants with the right to receive dividend equivalent payments with respectan amount equal to common stock subjectany dividends or other distributions declared and paid on an equal number of outstanding shares of Common Stock (“Dividend Equivalents”). Dividend Equivalents may be paid currently or credited to such award, which paymentsan account for the Participants, may be settled in cash and/or common stock, as determined by the Committee. Any such settlementsshares of Common Stock and any crediting of dividend equivalents may, at the time of grant of the RSU,may be made subject to the same restrictions on transfer restrictions, forfeiture risks, vesting and conditions of the RSUs and subject to such other conditions, restrictions and contingenciesforfeitability as the Committee shall establish atRestricted Stock Units with respect to which paid, in each case to the time of grant ofextent provided in the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.applicable Award agreement.

Dividend Equivalents. To the extent providedNotwithstanding Section 6 hereof, for record dates that occur before a Share is issued in an Award Agreement, and subjectaccordance with Section 6 hereof, Participant shall be entitled to the requirements of Section 409A of the Code, an award of RSUs may provide the Grantee with the right to receive dividend equivalent paymentsreceive, with respect to common stock subject to such award, which payments may be settled in cash or common stock, as determinedeach Share that is so issued, dividend equivalent amounts if dividends are declared by the Committee. Any such settlementsBoard of Directors on Common Stock. The dividend equivalent amounts shall be an amount of cash per share that is issued pursuant to this Award Agreement equal to the dividends per share paid to common stockholders of the Company on a share of Common Stock during the Performance Period. The dividend equivalent amounts shall be accrued (without interest and any creditingearnings) rather than paid when a dividend is paid on a share of Common Stock. If a RSU is forfeited, the dividend equivalents may, aton the time of grant ofRSU are forfeited. The Company shall pay the RSU, be made subject todividend equivalents on a RSU when the transfer restrictions, forfeiture risks, vesting and conditions ofCompany issues a Share for the RSUs and subject to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.RSU.

Dividend Equivalents. To the extent providedthe Administrator provides, in an Award Agreement, and subject to the requirements of Section 409A of the Code, an awardits sole discretion, a grant of RSUs may provide the Granteeparticipants with the right to receive dividend equivalent paymentsan amount equal to any dividends or other distributions declared and paid on an equal number of outstanding shares of Common Stock (“Dividend Equivalents”). The Company may pay the Dividend Equivalents currently or may credit them to an account for the participants, may settle them in cash and/or shares of Common Stock, and may subject them to the same restrictions on transfer and forfeitability as the RSUs with respect to common stock subject to such award, which payments may be settled in cash or common stock,the DERs are paid, as determined by the Committee. AnyAdministrator in its sole discretion, subject in each case to such settlements and any crediting of dividend equivalents may, at the time of grant of the RSU, be made subject to the transfer restrictions, forfeiture risks, vestingterms and conditions of the RSUs and subject to such other conditions, restrictions and contingencies as the Committee shall establish atAdministrator may establish, in each case to be set forth in the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.applicable Award agreement.

Dividend Equivalents. To the extent provided inAny cash or Common Stock dividends paid on shares of Common Stock underlying an Award Agreement, and subjectRSU prior to the requirementsSettlement Date for such RSU shall be credited to a dividend book entry account on your behalf (any such credited amount, a “Dividend Equivalent”). Any cash Dividend Equivalents shall not be deemed to be reinvested in shares of Section 409A of the Code, an award of RSUs may provide the Grantee with theCommon Stock and will be held uninvested and without interest. Your right to receive dividend equivalent paymentsany Dividend Equivalents with respect to common stock subjectcash dividends shall vest only if and when the related RSU vests, and an amount equal to such award, which payments maycash dividends shall be settledpaid to you in cash or common stock, as determined byon the Committee. Any such settlementsapplicable Settlement Date on which the related RSU is settled. Your right to receive any Dividend Equivalents with respect to dividends of Common Stock shall vest only if and any crediting of dividend equivalents may, atwhen the time of grantrelated RSU vests, and on the applicable Settlement Date on which the related RSU is settled you will be paid an amount in cash equal to the Fair Market Value of the RSU, be made subjectCommon Stock underlying such dividend as of the applicable Settlement Date. Prior to the transfer restrictions, forfeiture risks, vesting and conditions ofpayment thereof, any Dividend Equivalents will be encompassed within the RSUs and subjectterm “Award” with respect to such other conditions, restrictions and contingencies as the Committee shall establish at the time of grant of the RSU, including the reinvestment of such credited amounts in common stock equivalents, provided that all such conditions, restrictions and contingencies shall comply with the requirements of Section 409A of the Code.relevant RSUs.