Transferability. RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.

Transferability. RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8]9] shall be void and unenforceable against the Company or any Affiliate.

Transferability. RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.Affiliate; provided that the designation of a beneficiary shall not constitute an assignment, alienation, pledge, attachment, sale, transfer or encumbrance.

Transferability. Performance RSUs may not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8]7] shall be void and unenforceable against the Company or any Subsidiary or Affiliate.

Section # RSUs Not Transferable. The RSUs may not be assigned, alienated,sold, pledged, attached, soldassigned or otherwise transferred or encumbered by the Participant otherwisein any manner other than by will or by the laws of descent and distribution, unless and until the Shares underlying the RSUs have been issued, and all restrictions applicable to such Shares have lapsed. No RSUs or any interest or right therein or part thereof shall be liable for the debts, contracts or engagements of Participant or Participant’s successors in interest or shall be subject to disposition by transfer, alienation, anticipation, pledge, encumbrance, assignment or any other means whether such disposition be voluntary or involuntary or by operation of law by judgment, levy, attachment, garnishment or any other legal or equitable proceedings (including bankruptcy), and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance notattempted disposition thereof shall be null and void and of no effect, except to the extent that such disposition is permitted by this [Section 8] shallthe preceding sentence. Notwithstanding the foregoing, with the consent of the Administrator, the RSUs may be voidtransferred to Permitted Transferees, pursuant to such conditions and unenforceable againstprocedures the Company or any Affiliate.Administrator may require.

Non-Assignability. Unless otherwise provided by the Committee in its discretion, RSUs may not be sold, assigned, alienated, transferred, pledged, attached, soldattached or otherwise transferred or encumbered byexcept as provided in [Section 11] of the Participant otherwise than by will or by the laws of descent and distribution, and anyPlan. Any purported sale, assignment, alienation, transfer, pledge, attachment, sale, transferattachment or other encumbrance not permitted byof a RSU in violation of the provisions of this [Section 8]7] and [Section 11] of the Plan shall be void and unenforceable against the Company or any Affiliate.void.

You may not be assigned, alienated, pledged, attached, soldsell, assign, transfer or otherwise transferreddispose of any RSUs or encumbered byany rights under the ParticipantRSUs. No RSU and no rights under any such RSU may be pledged, alienated, attached or otherwise encumbered, other than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transferdistribution. If you or encumbrance not permitted byanyone claiming under or through you attempts to violate this [Section 8]2(d)(ii)], such attempted violation shall be null and void and unenforceable againstwithout effect, and all of the Company or any Affiliate.Company’s obligations hereunder shall terminate.

Non-Transferability of RSUs. Except as permitted by the Committee on a case-by-case basis, RSUs may not be sold, assigned, alienated, pledged, attached, soldhypothecated, transferred or otherwise transferred or encumbered by the Participant otherwisedisposed of in any manner other than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Companydistribution or any Affiliate.court order.

Transferability. The RSUs may not be sold, assigned, alienated, pledged, attached, soldhypothecated or otherwise transferredtransferred, whether by operation of law or encumbered byotherwise, nor may the Participant otherwise than byRSUs be made subject to execution, attachment or similar process. If the Grantee attempts to do any of these things, the Grantee will or byimmediately forfeit the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.RSUs.

Nontransferability of RSUs. The RSUs and any rights granted hereunder may not be sold, transferred, assigned, alienated, pledged, attached, sold or otherwise transferredhypothecated in any way (whether by operation of law or encumbered by the Participant otherwiseotherwise), other than by will or by the laws of descent and distribution,distribution or in accordance with any beneficiary designation procedures that may be established by the Corporation. Nor shall any such rights be subject to execution, attachment, or similar process, other than in accordance with the terms of the Plan. Upon any attempt to sell, transfer, assign, pledge, hypothecate, or otherwise dispose of the RSUs or of any rights granted herein contrary to the provisions of the Plan or this Agreement, or upon the levy of any attachment or similar process upon the RSUs or such rights, the RSUs and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shallsuch rights shall, at the election of the Corporation, be void and unenforceable against the Company or any Affiliate.forfeited for no consideration.

Non-transferability of RSUs. No RSUs granted under the Plan may not be assigned, alienated,sold, transferred, pledged, attached, soldassigned, or otherwise transferredalienated or encumbered by the Participant otherwisehypothecated, other than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.distribution.

Transferability. The RSUs generally may not be assigned, alienated, pledged, attached, soldtransferred, assigned or otherwise transferredmade subject to any encumbrance, pledge, or encumbered bycharge. Limited exceptions to this rule apply in the Participant otherwise than by willcase of death, divorce, or bygift as provided in [Section 12.3] of the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.Plan.

RSUs Not Transferable. The RSUs may not be sold, conveyed, assigned, alienated,transferred, pledged, attached, soldhypothecated, or otherwise transferreddisposed of or encumbered at any time prior to vesting of the RSUs and the issuance of the underlying Shares. Except as required by the Participant otherwise than by will or by the laws of descent and distribution, andapplicable law, no RSU nor any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8]interest therein shall be void and unenforceable againstsubject to any sale, conveyance, assignment, transfer, pledge, hypothecation, encumbrance, or other disposition or to any charge, liability, debt, or obligation of the CompanyGrantee whether as a direct or indirect result of any action of the Grantee or any Affiliate.action taken in any proceeding, including, any proceeding under any bankruptcy or other creditors’ rights law. Any attempted action in violation of this Paragraph 9 shall be null, void, and without effect.

Section # RSUs Not Transferable. The RSUs may not be assigned, alienated,sold, pledged, attached, soldassigned or otherwise transferred or encumbered by the Participant otherwisein any manner other than by will or by the laws of descent and distribution, unless and until the Shares underlying the RSUs have been issued, and all restrictions applicable to such Shares have lapsed. No RSUs or any purported assignment, alienation, pledge, attachment, sale, transferinterest or encumbrance not permitted by this [Section 8]right therein or part thereof shall be void and unenforceable againstliable for the Company or any Affiliate.Non-Employee Director Form

Non-transferability of RSUs. No RSUs granted under the Plan may not be assigned, alienated,sold, transferred, pledged, attached, soldassigned, or otherwise transferredalienated or encumbered by the Participant otherwisehypothecated, other than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.distribution.

Transferability. The RSUs generally may not be assigned, alienated, pledged, attached, soldtransferred, assigned or otherwise transferredmade subject to any encumbrance, pledge, or encumbered bycharge. Limited exceptions to this rule apply in the Participant otherwise than by willcase of death, divorce, or bygift as provided in [Section 12.3] of the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the Company or any Affiliate.Plan.

RSUs Not Transferable. The RSUs may not be sold, conveyed, assigned, alienated,transferred, pledged, attached, soldhypothecated, or otherwise transferreddisposed of or encumbered at any time prior to vesting of the RSUs and the issuance of the underlying Shares. Except as required by the Participant otherwise than by will or by the laws of descent and distribution, andapplicable law, no RSU nor any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permitted by this [Section 8]interest therein shall be void and unenforceable againstsubject to any sale, conveyance, assignment, transfer, pledge, hypothecation, encumbrance, or other disposition or to any charge, liability, debt, or obligation of the CompanyGrantee whether as a direct or indirect result of any action of the Grantee or any Affiliate.action taken in any proceeding, including, any proceeding under any bankruptcy or other creditors’ rights law. Any attempted action in violation of this Paragraph 9 shall be null, void, and without effect.

Section # RSUs Not Transferable. The RSUs may not be assigned, alienated,sold, pledged, attached, soldassigned or otherwise transferred or encumbered by the Participant otherwisein any manner other than by will or by the laws of descent and distribution, unless and until the Shares underlying the RSUs have been issued, and all restrictions applicable to such Shares have lapsed. No RSUs or any purported assignment, alienation, pledge, attachment, sale, transferinterest or encumbrance not permitted by this [Section 8]right therein or part thereof shall be void and unenforceable againstliable for the Company or any Affiliate.Non-Employee Director Form

Restrictions on Transfer. The RSUs mayshall not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwisetransferable other than by will or by the laws of descent and distribution,distribution. Each right under this Agreement shall be exercisable during Participant’s lifetime only by Participant or, if permissible under applicable law, by Participant’s legal representative. Until the date that the RSUs are paid pursuant to [Section 2], none of the RSUs or the shares of Common Stock issuable upon payment thereof (the “Shares”) may be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of, and any purported sale, assignment, alienation,transfer, pledge, attachment, sale, transferhypothecation or encumbrance not permitted by this [Section 8]other disposition shall be void and unenforceable against the CompanyCompany, and no attempt to transfer the RSUs or the Shares, whether voluntarily or involuntarily, by operation of law or otherwise, shall vest the purported transferee with any Affiliate.interest or right in or with respect to the RSUs or the Shares. Notwithstanding the foregoing, Participant may, in the manner established pursuant to the Plan, designate a beneficiary or beneficiaries to exercise the rights of Participant and receive payment of the RSUs if the Participant dies prior to payment.

Non-transferability. Except as otherwise provided in this Agreement or the Plan, the Grantee may not be assigned, alienated, pledged, attached, soldsell, assign, transfer, pledge or otherwise transferreddispose of or encumbered byencumber any of the Participant otherwise than by willRSUs, or by the laws of descent and distribution, and any interest therein. Any purported sale, assignment, alienation, pledge, attachment, sale, transfertransfer, pledge or other disposition or encumbrance not permitted byin violation of this [Section 8] shallAgreement or the Plan will be void and unenforceable againstof no effect. The RSUs shall be subject to forfeiture until the Company or any Affiliate.Grantee becomes vested in the Award in accordance with [Section 2] of this Agreement.

Assignment. The RSUs mayshall not be assigned, alienated, pledged, attached, soldpledged or otherwise transferred or encumbered by the Participant otherwise thanexcept by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transferdistribution. During the Participant’s lifetime, the RSUs may be deferred only by the Participant or encumbrance not permitted by this [Section 8] shall be void and unenforceable against the CompanyParticipant’s guardian or any Affiliate.legal representative in accordance with the deferral regulations, if any, established by the Company.

Restrictions on Transfer. Participant may not be assigned, alienated, pledged, attached, soldsell, assign, pledge as security or otherwise transferred or encumbered by the Participant otherwise than by will or by the laws of descent and distribution, and any purported assignment, alienation, pledge, attachment, sale, transfer or encumbrance not permittedencumber the unvested RSUs, whether voluntary or involuntary, and if involuntary, whether by this [Section 8] shall be void and unenforceable againstprocess of law in any civil or criminal suit, action or proceeding, whether in the Companynature of an insolvency or any Affiliate.bankruptcy proceeding or otherwise.

Restrictions on Transfer. The RSUs mayshall not be assigned, alienated, pledged, attached, sold or otherwise transferred or encumbered by the Participant otherwisetransferable other than by will or by the laws of descent and distribution,distribution. Each right under this Award Agreement shall be exercisable during Participant’s lifetime only by Participant or, if permissible under applicable law, by Participant’s legal representative. Until the date that the RSUs vest pursuant to [Section 2] hereof, none of the RSUs or the shares of Common Stock issuable upon vesting thereof (the “Shares”) may be sold, assigned, transferred, pledged, hypothecated or otherwise disposed of, and any purported sale, assignment, alienation,transfer, pledge, attachment, sale, transferhypothecation or encumbrance not permitted by this [Section 8]other disposition shall be void and unenforceable against the CompanyCompany, and no attempt to transfer the RSUs or any Affiliate.the Shares, whether voluntarily or involuntarily, by operation of law or otherwise,