Deferral of Director Shares. Each Director may elect on an Election Form to receive all or a portion of any Director Shares to be granted for services performed as a member of the Board subsequent to the date of his deferral election on a deferred basis in accordance with the provisions of Article V (Payments). Elections shall be made in one percent (1%) increments, or such other increments as may be specified by the Company, rounding the resulting number of Director Shares subject to the deferral election up to the nearest whole number, and shall include a separate election with respect to the time and form of distribution applicable to Deferral Periods ending pursuant to an election made in accordance with this [Section 3.1(b)], which may not exceed eight (8) years, and Deferral Periods ending pursuant to [Section 5.2] (Termination of Service) due to a Participant’s Separation from Service for any reason, which may not exceed three (3) years.

Deferral of Fees. Each Director may elect on an Election Form that all or a portion of any Fees earned for services performed as a member of the Board subsequent to the date of his deferral election shall not be paid in accordance with the normal quarterly payment schedule, but shall instead be distributed to him (or in the event of his death, to his Beneficiary) in accordance with the provisions of Article V (Payments). Elections shall be made in one percent (1%) increments, or such other increments as may be specified by the Company, and shall include a separate election with respect to the time and form of payment applicable to Deferral Periods ending pursuant to an election made in accordance with this [Section 3.1(a)], which may not exceed eight (8) years, and Deferral Periods ending pursuant to [Section 5.2] (Termination of Service) due to a Participant’s Separation from Service for any reason, which may not exceed three (3) years.