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By Company with Cause. During the Strategic Advisory Period, the Company may terminate this Agreement forCause” as defined in the 2020 Long-Term Incentive Plan. Upon such a for-Cause termination, each of the Company and Executive will be released from any and all further obligations under this Agreement except: # that the Company will pay to Executive the base salary earned by Executive as of the Accelerated Retirement Date; and # as described in [Section 6(d)].

By Company withwithout Cause. During the Strategic Advisory Period, the Company may terminate this Agreement for Cause” as defined in the 2020 Long-Term Incentive Plan.any reason. Upon such a not for-Cause termination, each of the Company and Executive will be released from any and all further obligations under this Agreement except: # that the Company will pay to Executive the base salary and the 2022 Short-Term Incentive Plan benefit Executive would have earned by Executive as ofif he had remained employed through the AcceleratedScheduled Retirement Date; and # as described in [Section 6(d)]. In addition, provided that Executive signs this Agreement and signs and does not revoke the release described in 8(c), Executive’s Durable Model Award, PSUs and PBRSUs will fully vest notwithstanding the fact Executive will not be actively employed on the awards’ scheduled vesting dates.

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