Common use of Restrictions on Amendment Clause in Contracts

Restrictions on Amendment. If the Transaction described in Section 9.12(b) does not close pursuant to its terms, the provisions of this Amendment other than subsection (b) of Section 9.12 as amended by Article XII of this Amendment may be amended at any time. Subject to the following sentence, no provision of the Plan as amended by the Second Amendment to the Plan dated November 14, 1995, may be amended by action of the Corporation except to the extent necessary to comply with changes to the Internal Revenue Code of 1986, the Employee Retirement Income Security Act of 1974 or any rules or regulations issued pursuant thereto and the Participant rights to distribution and the rights to sell stock to the Employer shall be considered as non- terminable rights protected under the provisions of the Plan that relate to non-terminable rights applicable after the plan ceases to be an Employee Stock Ownership Plan. Notwithstanding the foregoing and subject to applicable law, the provisions of this Plan as amended by this Amendment other than Articles I, VI, VII, IX, XIII and XIV can be amended by the Employer with the unanimous consent of the Administrative Committee at any time after December 31, 2000." ARTICLE XV The provisions of this amendment (other than Articles XII and XIV of this Amendment) shall become effective upon the closing date of the Transaction described in Section 9.12(b). The provisions of Articles XII and XIV of this Amendment shall be effective November 14, 1995. ARTICLE XVI Except as amended above, the Employer hereby readopts, reaffirms and redeclares each and every provision of the Plan.

Restrictions on Amendment. If the Transaction described in Section 9.12(b) does not close pursuant to its terms, the provisions of this Amendment other than subsection (b) of Section 9.12 as amended by Article XII of this Amendment may be amended at any time. Subject to the following sentence, no provision of the Plan as amended by the Second Amendment to the Plan dated November 14, 1995, may be amended by action of the Corporation except to the extent necessary to comply with changes to the Internal Revenue Code of 1986, the Employee Retirement Income Security Act of 1974 or any rules or regulations issued pursuant thereto and the Participant rights to distribution and the rights to sell stock to the Employer shall be considered as non- non-terminable rights protected under the provisions of the Plan that relate to non-terminable rights applicable after the plan ceases to be an Employee Stock Ownership Plan. Notwithstanding the foregoing and subject to applicable law, the provisions of this Plan as amended by this Amendment other than Articles I, VI, VII, IX, XIII and XIV can be amended by the Employer with the unanimous consent of the Administrative Committee at any time after December 31, 2000." ARTICLE XV The provisions of this amendment (other than Articles XII and XIV of this Amendment) shall become effective upon the closing date of the Transaction described in Section 9.12(b). The provisions of Articles XII and XIV of this Amendment shall be effective November 14, 1995. ARTICLE XVI Except as amended above, the Employer hereby readopts, reaffirms and redeclares each and every provision of the Plan.