As described in [Section 5.2(a)], an account balance in excess of ​ shall not be immediately distributed without the consent of the participant. The participant shall receive the notice required under Regulation [[section 1.411(a)-11(c)])]])] no less than 30 days and no more than 180 days before the annuity starting date with respect to the distribution. The written explanation shall include a description of the consequences of failing to defer receipt of the distribution. For any distribution in excess of ​, the plan administrator shall give the participant notice of his eligible rollover distribution rights. The participant shall receive such notice in the same time period as the 411 notice is required to be provided. If a distribution is one to which Code sections 401(a)(11) and 417 do not apply, such distribution may commence less than 30 days after the 411 notice is given, provided that:

Payment Procedures. The Borrower shall make each payment under this Agreement prior to the time expressly required hereunder (or, if no such time is expressly required, not later than ​ (New York time)) on the day when due to the Administrative Agent at the Administrative Agent Account in immediately available funds; provided that payments specified to be made directly to any Person, including payments pursuant to [Sections 2.08, 2.09, 2.11 and 10.044]4]4]4]], shall be made directly to the Persons entitled thereto. Each Loan shall be repaid and each payment of interest thereon shall be paid in Dollars. All payments shall be made without setoff, deduction, or counterclaim. The Administrative Agent will, promptly after receipt by it of any payment for the account of any other Person, and in any event prior to the close of business on the day any timely payment is made, cause to be distributed like funds to the appropriate recipient.

Payment of the remaining vested balance of the Participant’s Account will automatically occur at the time specified in [Section 6.01(a)] of the Adoption Agreement in the form indicated upon the earliest to occur of the following events [check each event that applies and for each event include only a single form of payment]:

Election. Prior to ​ Eastern time on the final business day preceding June 1 of a given calendar year or, for a Non-Employee Director whose service as a Non-Employee Director commences in such given calendar year, such later date on which the Non-Employee Director’s service as a Non-Employee Director commences and that occurs prior to July 1 of such given calendar year (in any case, the “Election Deadline”), by delivery to the Company of a written election in a form provided by the Company (an “Election”), a Non-Employee Director may elect to receive payment of the entire Annual Retainer payable to the Non-Employee Director under this Program for services performed during the period beginning on July 1 occurring after the Election Deadline and ending on June 30 of the following calendar year (each such period, a “Service Year”) in the form of one or more options (each, an “Elective Option”) to purchase shares of the Company’s common stock (“Shares”) as set forth in this [Section I(B)] and [Section II(D)] rather than in cash in accordance with [Section I(A)]. A Non-Employee Director who makes an Election will be granted a separate Elective Option for the Base Retainer (a “Base Retainer Elective Option”) and for each Committee Member Retainer (a “Committee Member Retainer Elective Option”) that such Non-Employee Director would, as of the applicable Issue Date, otherwise have been entitled to receive under this Program in cash for service on the Board and its committees during the applicable Service Year. If a Non-Employee Director commences service on a committee of the Board following the Issue Date for a given Service Year, the Non-Employee Director will receive the Committee Member Retainer for such committee service during the corresponding Service Year in cash pursuant to [Section I(A)] and not in the form of a Committee Member Retainer Elective Option under this [Section II(B)].

Election. To exercise the option described in this Subsection, the "Terminated Employer" must inform the "lead Employer" of its choice, and must supply any reasonably required documentation as soon as practical. If the "lead Employer" has not received notice of a "Terminated Employer's" exercise of this option within ten (10) days prior to the stated date of termination, the "lead Employer" can choose to disregard the exercise and proceed with the Spin-off.

Election An individual who is a Director on the Effective Date may elect by election duly filed with (and received by) the Committee on or before ​, to defer all or a portion of his or her fees for Board or committee meetings from ​ to ​

Election. No election is required or allowed to participate in this Plan.

Election. Further, the Administrator may, in its sole discretion, permit each Eligible Director to receive all or any portion of his Eligible Remuneration during the Remuneration Period in the form of Deferred Stock Units under this Plan (an “Election”). All deferrals pursuant to such an Election shall be evidenced by an Award Agreement.

Election of Single Lump Sum Payment. If an Eligible Participant who is legally married on the Early Distribution Date makes an election under [subparagraph (b)(iv)] and dies during the period beginning on the Early Distribution Date and ending 30 days thereafter, without having received any payment, the Eligible Participant’s surviving spouse may elect the payment of benefits hereunder effective as of, and as soon as administratively feasible after, the Early Distribution Date, but in no event later than 30 days after the Early Distribution Date, in the form of a lump sum equal to the Actuarially Equivalent Lump Sum Benefit, in lieu of the Preretirement Spousal Death Benefit described in Paragraph 8.3. If an Eligible Participant is not legally married on the Early Distribution Date, but would otherwise be described in this [subparagraph (d)(ii)], the Actuarially Equivalent Lump Sum Benefit will be paid to the Eligible Participant’s estate, except to the extent required by the terms of a QDRO.

Agent’s Election. Promptly after receipt of a Notice of Borrowing (or telephonic notice in lieu thereof) pursuant to [Section 2.2(b)], Agent shall elect, in its discretion, # to have the terms of [Section 2.2(g)] apply to such requested Borrowing, or # to request Wells Fargo to make a Non-Ratable Loan pursuant to the terms of [Section 2.2(h)] in the amount of the requested Borrowing; provided, however, that if Wells Fargo declines in its discretion to make a Non-Ratable Loan pursuant to [Section 2.2(h)], Agent shall elect to have the terms of [Section 2.2(g)] apply to such requested Borrowing.