Vesting and Settlement. Subject to Section 9(b) and subject to a Director’s election to defer the settlement of Restricted Stock Units pursuant to Section 11, the shares covered by the Restricted Stock Units shall be paid or settled as soon as practicable after the fourth anniversary of the date of grant.

Vesting and Settlement. Subject to Section 9(b) and subject to a Director’s election to defer the settlement of Restricted Stock Units pursuant to Section 11, the shares covered by the Restricted Stock Units shall be paid or settled as soon as practicable after the fourth anniversary of the date of grant.

Vesting and Settlement.Payment after Vesting. Subject to Section 9(b) and subject to a Director’s election to defer the settlement of10, any Restricted Stock Units pursuantthat vest will be settled by payment to Section 11,Participant (or in the shares covered byevent of Participant’s death, to his or her properly designated beneficiary or estate) in whole Shares. Subject to the Restricted Stock Units shallprovisions of the next paragraph, and in either case, such payment will be paid or settledmade as soon as practicable after vesting, but in no event shall such payment be made after the fourth anniversarylater of # the 15th day of the 3rd month following the end of the calendar year in which the Restricted Stock Units vest or # the 15th day of the 3rd month following the end of the Company’s tax year in which the Restricted Stock Units vest. In no event will Participant be permitted, directly or indirectly, to specify the taxable year of payment in settlement of any Restricted Stock Units payable under this Agreement. Notwithstanding anything herein to the contrary, any Restricted Stock Units that satisfy all or a portion of the Time-Based Component on or prior to the satisfaction of the Performance-Based Component and vest on the date of grant.the Performance-Based Component is satisfied will be settled to Participant in Shares in equal installments on the five (5) consecutive trading days immediately following the date the Performance-Based Component is satisfied.