Nonstatutory Stock Option Agreement. That written notice shall identify the transferee and the effective date of the transfer.

Notwithstanding the foregoing, the Option shall become fully exercisable if a Change of Control occurs or upon death or Disability of Optionee, as such terms are defined in the Plan. The Option may be exercised by: Such notice shall be accompanied by payment of the Option Price in full by cash which shall include payment by check, bank draft or money order payable to the order of the Company.

Optionee may substitute for all or any portion of the cash. This Agreement shall be governed by federal law and, to the extent not preempted thereby, by the laws of the Commonwealth of Virginia.

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In the event of any conflict between the provisions of the Plan as in effect on the Date of Grant and the provisions of this Agreement, the provisions of the Plan shall govern.

All references herein to the Plan shall mean the Plan as in effect on the date hereof. Optionee Bound by Plan. In consideration of the grant of the Option, Optionee agrees that he will comply with such conditions as the Board of Directors and the Committee may impose on the exercise of the Option and be bound by the terms of the Plan.

Change in Capital Structure. Tax Obligations Upon Exercise of Options.

The difference, on the date of exercise, between the fair market value of Company Stock purchased and the Option Price is compensation taxable to Optionee as ordinary income on the date of exercise and subject to applicable federal and state taxes that the Company is obligated to withhold. Optionee is required to make arrangements suitable to the Company for the payment of all applicable withholding taxes.

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By a timely election, Optionee may elect to have the Company withhold upon exercise the number of shares of Company Stock having a fair market value equal to the minimum applicable withholding taxes.

This Agreement shall be binding upon, enforceable against, and inure to the benefit of Optionee, his legatees, distributees and personal representatives, and the Company and its successors and assigns.

The Company from time to time distributes and makes available to associates a disclosure document relating to the Plan. You may also contact the HR Help Center to obtain a copy of the Plan disclosure document and the Plan. You should carefully read the Plan disclosure document and the Plan.

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By accepting the benefits of this Option you acknowledge receipt of the Plan, and the Plan disclosure document and agree to be bound by the terms of this Option and the Plan. Chairman of the Board, Chief Executive. Fairbank Chairman of the Board, Chief Executive Officer and President. Shattuck, III Chairman, Compensation Committee.