The RSUs will vest one year following the Grant Date (the “ Vesting Date ”), subject to the Participant’s continued service as a Director of the Company through the Vesting Date. The RSUs will be payable upon termination of service from the Board of Directors and as provided in Section 2 and 3 below (the “Settlement Date”). All RSUs will be forfeited upon Participant’s Termination of Service before the Vesting Date other than as provided in Sections 2 or 3 below. Prior to the Vesting Date, an Award remains subject to substantial risk of forfeiture.