Cedar Fair, L.P. (FUN)

Distribution of Benefits

(a) Not a Specified Employee. Except as provided in Sections 7.4 and 7.5, if a Participant is not a Specified Employee at the time of his Retirement, the balance credited to his Account will be paid in a single lump sum on the first day of the second month following the month in which he Retires.

(b) Specified Employee. Except as provided in Sections 7.4 and 7.5, if a Participant is a Specified Employee at the time of his Retirement, the balance credited to his Account shall be paid in a single lump sum on the date that is six (6) months and one (1) day after his date of Retirement.

(a) Eligibility for Election. During the 2008 Plan Year, a Participant may make a distribution election pursuant to this Section 7.4 on or before December 31, 2008.

(b) Mandatory Coordination of Election. If a Participant eligible to make a distribution election under Section 7.4(a) also participates in the Prior Plan (whether or not such Participant is vested in the Prior Plan), such Participant’s elections under this Section 7.4 and the Prior Plan must be the same for each separate distribution event (death, Disability, and Retirement) if the Participant’s Prior Plan account contains any credits, other than earnings credits, allocated after December 31, 2004.

(c) Time and Form of Distribution Election. A distribution election under this Section 7.4 shall be on a form approved by the Committee. Such election shall permit payment of amounts credited to a Participant’s Account in the one of the following forms at a specified time upon each distribution event of death, Disability, and Retirement, the time and form of payment of which may vary by event:

(i) A single lump sum at a time specified, which must be within ten (10) years from the date of the distribution event (death, Disability, and Retirement); or

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(ii) In installments over a specified time period, not to exceed ten (10) years from the date of the distribution event (death, Disability, and Retirement);

provided that (x) pursuant to the requirements for transition relief under Section 409A, no amount subject to the election shall otherwise be payable in 2008 and the election shall not cause an amount to be paid in 2008 that would not otherwise be payable in 2008, and (y), in the case of any distribution upon Retirement, if the Participant is a Specified Employee at the time of Retirement, no payment shall commence until a date that is six (6) months and one (1) day after the date of Retirement (and any delayed installments shall be accumulated and paid with the next scheduled installment that is at least six (6) months and one (1) day after such Specified Employee’s Retirement).

(d) Timing, Irrevocability of Election. Distribution elections pursuant to this Section 7.4 must be received by the Committee no later than December 31, 2008, and shall be irrevocable as of December 31, 2008, except as provided in Section 7.5.

(a) Eligibility for Change of Election. After December 31, 2008, a Participant may only make a distribution election pursuant to this Section 7.5. Any Participant who does not qualify to make such an election under this Section 7.5, shall receive distribution of the amount credited to his vested Account, if any, pursuant to Section 7.1, 7.2, or 7.3, as applicable.

(b) Mandatory Coordination of Elections. If a Participant eligible to make an election under this Section 7.5 also participates in the Prior Plan (whether or not such Participant is vested in the Prior Plan), such Participant’s elections under this Section 7.5 and the Prior Plan must be the same for each separate distribution event (death, Disability, and Retirement) if the Participant’s Prior Plan account contains any credits, other than earnings credits, allocated after December 31, 2004.

(c) Election Change Requirements. A Participant may elect to delay or to change the form of payment of the distribution of his Account to either a single lump sum or installments, not to exceed a five- (5-) year period, if all the following conditions are met:

(i) Such election shall not take effect for twelve (12) months after the date on which the election is made; and

(ii) The payment is deferred for a period of not less than five (5) years from the date such payment would otherwise be made (or in the case of installment payments, which shall be treated as a single payment, five (5) years from the date the first installment was scheduled to be paid); and

(iii) Any election shall not be made less than twelve (12) months prior to the date of the first scheduled payment; and

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(iv) In the case of any distribution upon Retirement, if the Participant is a Specified Employee at the time of Retirement, no payment shall commence until a date that is six (6) months and one (1) day after the date of Retirement (and any delayed installments shall be accumulated and paid with the next scheduled installment that is at least six (6) months and one (1) day after such Specified Employee’s Retirement); and

(v) Such election shall become irrevocable at the last permissible date for making it, as provided in (iii) above.