Initial Participant Elections. Notwithstanding the foregoing, when a Director first becomes eligible to participate in the Plan, the Director may file an initial election to defer Retainer Fees at any time during the 30-day period beginning on the date such Director first becomes a Director. Such election shall apply to Retainer Fees earned for services performed after the date such election is filed.

Initial Elections. The election period for initial deferral elections shall be established by the Administrator in accordance with the requirements of Section 409A of the Code, as follows:

Tax Elections. Seller shall join with Buyer in making an election under Section 338(h)(10) of the Code (and any corresponding elections under state, county, local, foreign or other Applicable Laws) (collectively, a “[Section 338(h)(10)] Election”) with respect to the purchase and sale of the Shares pursuant to this Agreement. Seller and Buyer shall cooperate in the preparation and execution of all the Tax Returns (including IRS Form 8023) required to make the [Section 338(h)(10)] Election and shall take such other steps that are necessary to effectuate the [Section 338(h)(10)] Election. Seller shall include any income, gain, loss or deduction of the Tax item resulting from the [Section 338(h)(10)] Election on its Tax Return to the extent required by Applicable Law. Neither Seller nor Buyer shall take any position contrary to the [Section 338(h)(10)] Election on any Tax Return or in connection with any audit, assessment, claim, action or other Tax Proceeding with any Taxing Authority.

Initial Interest Elections. Anything in Section 2.2 or this Section 2.7 to the contrary notwithstanding, Borrowers may not select a Eurodollar Borrowing as a Borrowing on the Effective Date unless Administrative Agent receives the applicable Borrowing Request not later than 11:00 a.m., New York City time, 3 Business Days prior to the Effective Date, together with an indemnity agreement from Administrative Borrower on behalf of Borrowers agreeing to pay losses to the extent required by Section 2.15, in form and substance reasonably acceptable to Administrative Agent.

Initial Elections. Unless the Participant # dies while an employee of the Company and its Subsidiaries, or # makes an election as provided in [Sections 4.1.1 or 4.2], the Annual Benefit Commencement Date with respect to a Unit Award shall be the seventh anniversary of the Grant Date of the Unit Award. Unless the Participant makes an election as provided in Section 4.1.2, the Annual Benefit shall be five equal installments each in the amount of one-fifth of the full Unit Award value (thus, in the absence of an adjustment under [Section 6.2], the Annual Benefit with respect to a Unit Award made

Initial Elections. Unless the Participant # dies while an employee of the Company and its Subsidiaries, or # makes an election as provided in [Sections 4.1.1 or 4.2], the Annual Benefit Commencement Date with respect to a Unit Award shall be the seventh anniversary of the Grant Date of the Unit Award. Unless the Participant makes an election as provided in Section 4.1.2, the Annual Benefit shall be five equal installments each in the amount of one-fifth of the full Unit Award value (thus, in the absence of an adjustment under [Section 6.2], the Annual Benefit is $25,000).

Elections. A Director may elect to reduce any annual retainers, committee fees, and, if applicable, committee chair fees earned in the applicable Year (“Direct Compensation”) by any whole percent, but not more than

Deferral Elections. A Director may elect to defer compensation under the Plan by submitting a “Participation Agreement” to the Company on a form specified by the Company no later than the applicable deferral deadline. Any Director who has submitted a Participation Agreement or who has vested deferred stock units (“DSUs”) granted under the 1993 Stock Incentive Plan (or any successor plan thereto) that have been credited under the Plan is hereafter referred to as a “Participant.” A Participation Agreement submitted by a Participant shall automatically continue from year to year and shall be irrevocable with respect to compensation once the deferral deadline for that compensation has passed, but the Participant may modify or terminate a Participation Agreement for compensation to be earned in any future year by submitting a revised Participation Agreement or otherwise giving written notice to the Company at any time on or prior to the deferral deadline for that compensation.

Elections. A Participant may elect to reduce Deferral Eligible Amounts by any dollar amount or whole percent, but not more than one-hundred percent (100%). A separate reduction amount or percentage may apply to base compensation and to bonuses. In addition, a Participant may make a separate election to reduce his or her base compensation by an amount equal to the amount, if any, distributed to the Participant in the applicable Year under the RLI Corp. 401k Plan, or a successor thereto, and representing excess contributions for the previous Year under Section 415(c) of the Code. An election must be made in such manner and in accordance with such rules as may be prescribed for this purpose by RLI (including by means of a voice response or other electronic system under circumstances authorized by RLI). An election must be made as part of the enrollment described in [Section 2.3].

Evergreen Elections. Unless otherwise provided by the Committee, a Participant’s elections for a Plan Year with respect to the rate of his Compensation Deferrals, Deemed Investment Option(s) and Beneficiary designation shall continue in effect for each subsequent Plan Year in which the Participant continues to meet the eligibility requirements of Article II, unless, in accordance with the time periods established by the Committee in accordance with Section 4.2, the Participant either changes his prior elections under Section 3.1 or indicates in a manner prescribed by the Committee that the Participant does not want to have Compensation Deferrals made for such Participant for such Plan Year.