Demand and market prices for electricity, purchased power and fuel and emission allowances

Section 409A of the Code. With respect to any benefits under the Plan that are subject to Section 409A of the Code, it is the intent of the Company that the provisions of the Plan comply with Section 409A of the Code and accompanying Treasury regulations and guidance, including, without limitation, in the case of a Participant who is a “specified employee” within the meaning of Code Section 409A, a delay of payment of any such benefits until a date that is six months and two days after his or her Termination Date (or, if earlier, the date of his or her death). Accordingly, notwithstanding any provision in the Plan to the contrary, this Plan will be interpreted, applied and, to the minimum extent necessary, unilaterally amended by the Company, in its sole discretion, without the consent of any Participant, as the Company deems appropriate for the Plan to satisfy the requirements of Section 409A. The provision of welfare benefits under Section 6.1 of the Plan that are subject to Section 409A of the Code shall be made in accordance with Treasury Regulation § 1.409A-3(i)(1)(iv) such that the provision of such benefits will be deemed payable at a specified time or on a fixed schedule relative to a permissible payment event. The right to such welfare benefits is not subject to liquidation or exchange for another benefit.”