Restricted Stock and Restricted Stock Units. Any shares of Restricted Stock or Restricted Stock Units held by the Participant at the date of death while employed by or in the service of the Company shall become immediately vested as of the date of death.

Restricted Stock and Restricted Stock Units. Any shares of Restricted Stock or Restricted Stock Units held by thea Participant atas of the date of death while employed byhis or in the service of the Companyher Disability shall become immediately vested as of the date of death.such date.

Restricted Stock and Restricted Stock Units. Any shares of Restricted Stock or Restricted Stock Units held by the Participant at the date of death while employed bythat have not vested, or in the service of the Companywith respect to which all applicable restrictions and conditions have not lapsed, shall become immediately vested as of the date of death.be deemed forfeited.

Except as otherwise provided by the Committee, upon a Participant's Termination of Restricted StockEmployment due to Death or Disability or upon becoming or being Retirement eligible, his or her Restricted Stock Units held bywill vest, and in the case of Death, will pay out promptly, and in other cases, will pay out at the scheduled distribution date. If the Participant at the datedies after Termination of death while employed by or in the service of the Company shall become immediatelyEmployment, vested as of the date of death.Restricted Stock Units will be promptly paid out.