Cedar Fair, L.P. (FUN)

A.3    Timing of Deferral Elections

(a)      Award That Is Not Performance-Based Compensation.      In the case of an Award that is not Performance-Based Compensation, a Participant may, not later than the December 31 immediately preceding the calendar year in which the service period for the Award begins, elect to defer all or a portion of the Award. Such election shall be irrevocable as of the end of each December 31 with respect to an Award payable for services to be performed in the immediately following calendar year (or such longer period related to the Award) for which an election has been made.

(b)      Award That Is Performance-Based Compensation.      In the case of an Award that is Performance-Based Compensation, a Participant may, not later than six (6) months before the end of the Performance Period, elect to defer all or a portion of the Award; provided that:

(c)      First Year of Eligibility.      If a Participant has not previously been eligible to participate in the Plan (taking into consideration eligibility under all other nonqualified account balance plans of the Company and of any Affiliate that are required to be aggregated with the Plan under Section 409A in determining whether such year is in fact the first year of eligibility, as well as the rules of Treasury Regulation Section 1.409A-2(a)(7)(ii)), such Participant may commence participation in the Plan within thirty (30) days of becoming “first eligible.” For

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purposes of the Plan, an Eligible Employee is “first eligible” to participate in the Plan beginning on the forty-fifth (45th) day after being selected to participate in the Plan and can defer an Award (or potential Award) only after the later of such forty-fifth (45th) day or the date (within the thirty- (30-) day period) that he submits his deferral election form to the Committee.

A.3    Timing of Deferral Elections

(a)      Award That Is Not Performance-Based Compensation.      In the case of an Award that is not Performance-Based Compensation, a Participant may, not later than the December 31 immediately preceding the calendar year in which the service period for the Award begins, elect to defer all or a portion of the Award. Such election shall be irrevocable as of the end of each December 31 with respect to an Award payable for services to be performed in the immediately following calendar year (or such longer period related to the Award) for which an election has been made.

(b)      Award That Is Performance-Based Compensation.      In the case of an Award that is Performance-Based Compensation, a Participant may, not later than six (6) months before the end of the Performance Period, elect to defer all or a portion of the Award; provided that:

(c)      First Year of Eligibility.      If a Participant has not previously been eligible to participate in the Plan (taking into consideration eligibility under all other nonqualified account balance plans of the Company and of any Affiliate that are required to be aggregated with the Plan under Section 409A in determining whether such year is in fact the first year of eligibility, as well as the rules of Treasury Regulation Section 1.409A-2(a)(7)(ii)), such Participant may commence participation in the Plan within thirty (30) days of becoming “first eligible.” For

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purposes of the Plan, an Eligible Employee is “first eligible” to participate in the Plan beginning on the forty-fifth (45th) day after being selected to participate in the Plan and can defer an Award (or potential Award) only after the later of such forty-fifth (45th) day or the date (within the thirty- (30-) day period) that he submits his deferral election form to the Committee.

A.3. Timing of Deferral Elections

(a) Cash Incentive Award That Is Not Performance-Based Compensation. In the case of a Cash Incentive Award that is not Performance-Based Compensation, a Participant may, not later than the December 31 immediately preceding the calendar year in which the performance period for the Cash Incentive Award begins, elect to defer all or a portion of the Cash Incentive Award. Such election shall be irrevocable as of the end of each December 31 with respect to a Cash Incentive Award payable for services to be performed in the immediately following calendar year (or such longer period related to the Cash Incentive Award) for which an election has been made.

(b) Cash Incentive Award That Is Performance-Based Compensation. In the case of a Cash Incentive Award that is Performance-Based Compensation, a Participant may, not later than six (6) months before the end of the performance period, elect to defer all or a portion of the Cash Incentive Award; (i) provided that the Participant has continuously performed services from the later of the beginning of the performance period or the date the performance criteria are established through the date the election is made and (ii) provided further that in no event shall such election be made after such compensation has become readily ascertainable.

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(c) First Year of Eligibility. In the first year in which an employee becomes eligible to participate in the Plan (taking into consideration eligibility under all other nonqualified elective account balance plans of the Company and any Affiliate that are required to be aggregated with the Plan under Section 409A in determining whether such year is in fact the first year of eligibility (within the meaning of Treasury Regulation Section 1.409A-2(a)(7)(ii)) under a “plan” that includes the Plan), such employee may make an initial deferral election within thirty (30) days of becoming first eligible with respect to that portion of his Cash Incentive Award attributable to services to be performed subsequent to the election and ending on the last day of the performance period. Such an election shall be irrevocable.

A.3. Timing of Deferral Elections

(a) Award That Is Not Performance-Based Compensation. In the case of an Award that is not Performance-Based Compensation, a Participant may, not later than the December 31 immediately preceding the calendar year in which the service period for the Award begins, elect to defer all or a portion of the Award. Such election shall be irrevocable as of the end of each December 31 with respect to an Award payable for services to be performed in the immediately following calendar year (or such longer period related to the Award) for which an election has been made.

(b) Award That Is Performance-Based Compensation. In the case of an Award that is Performance-Based Compensation, a Participant may, not later than six (6) months before the end of the performance period, elect to defer all or a portion of the Award; (i) provided that the Participant has continuously performed services from the later of the beginning of the performance period or the date the performance criteria are established through the date the

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election is made and (ii) provided further that in no event shall such election be made after such compensation has become readily ascertainable.

(c) First Year of Eligibility. In the first year in which an employee becomes eligible to participate in the Plan (taking into consideration eligibility under all other nonqualified elective account balance plans of the Company and any Affiliate that are required to be aggregated with the Plan under Section 409A in determining whether such year is in fact the first year of eligibility (within the meaning of Treasury Regulation Section 1.409A-2(a)(7)(ii)) under a “plan” that includes the Plan), such employee may make an initial deferral election within thirty (30) days of becoming first eligible with respect to that portion of his Award attributable to services to be performed subsequent to the election and ending on the last day of the performance period. Such an election shall be irrevocable.