The Company will reimburse you for executive outplacement consulting services from a firm selected by you that is acceptable to the Company. The reimbursable outplacement consulting service fees will not exceed $10,000.

TheOutplacement Assistance. Eligible Executives will be eligible for payment or reimbursement by the Company will reimburse youof reasonable expenses incurred for outplacement services performed by an independent executive outplacement consulting services from a firm selected by you that is acceptablethe Company, for up to the Company.period set forth in the following chart, and the cost of outplacement services shall be paid or reimbursed no later than the end of the second year following the year in which the Eligible Executive incurred a termination or resignation of employment with the Company or any of its Subsidiaries. The reimbursablemaximum outplacement consulting service fees will not exceed $10,000.assistance payment or reimbursement shall be $40,000 for the Chief Executive Officer, and $25,000 for other members of the Executive Team.

Outplacement Services. The Company will reimburse you for executiveshall make outplacement consulting services from a firm selected by you that is acceptableavailable to the Company. The reimbursableExecutive, at a cost to the Company not to exceed $25,000, for a period of time not to exceed 12 months following the date of termination pursuant to the Company’s Executive outplacement consulting service fees will not exceed $10,000.program with the Company’s selected vendor, to include consulting, search support and administrative services.