Gap (GPS)

III. DIRECTOR SIGNATURE

I acknowledge that I have read and reviewed a copy of the Plan’s prospectus. I understand that my decision to defer the settlement of Stock Units will make me only a general, unsecured creditor of the Company. I also understand that the amounts deferred will be taxable as ordinary income in the year paid. If the Company determines that it is required to withhold for any taxes, including, but not limited to, income or employment taxes, prior to the date of deferred payout, I agree that, if I do not make other arrangements that are satisfactory to the Committee, in its sole discretion, the Company will withhold from the amounts due to me. I also understand that, upon receipt of deferred payouts, in addition to federal taxes, I may owe taxes both (1) to the state where I resided at the time of making this election and, if different, (2) to the state where I reside when I receive a deferred payout.

The Committee shall have the discretion to make all determinations and decisions regarding this deferral election. To the extent the Committee determines that this election does not comply with applicable laws, now or in the future, this election shall be null and void. In such an event, amounts deferred shall be settled (1) immediately if the Original Payment Date already has occurred, or (2) upon the Original Payment Date if in the future.

By signing this Election Form, I authorize implementation of the above instructions. I understand that the deferral elections that I have made on this Election Form are generally irrevocable and may not be changed in the future except in accordance with the requirements of Section 409A and the procedures specified by the Committee.

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IV. DIRECTOR SIGNATURE

I acknowledge that I have read and reviewed a copy of the Plan’s prospectus. I understand that my decision to defer the settlement of Stock Units will make me only a general, unsecured creditor of the Company. I also understand that the amounts deferred will be taxable as ordinary income in the year paid. If the Company determines that it is required to withhold for any taxes, including, but not limited to, income or employment taxes, prior to the date of deferred payout, I agree that, if I do not make other arrangements that are satisfactory to the Committee, in its sole discretion, the Company will withhold from the amounts due to me. I also understand that, upon receipt of deferred payouts, in addition to federal taxes, I may owe taxes both (1) to the state where I resided at the time of making this election and, if different, (2) to the state where I reside when I receive a deferred payout.

The Committee shall have the discretion to make all determinations and decisions regarding this deferral election. To the extent the Committee determines that this election does not comply with applicable laws, now or in the future, this election shall be null and void. In such an event, amounts deferred shall be settled (1) immediately if the Original Payment Date already has occurred, or (2) upon the Original Payment Date if in the future.

By signing this Election Form, I authorize implementation of the above instructions. I understand that the deferral elections that I have made on this Election Form are generally irrevocable and may not be changed in the future except in accordance with the requirements of Section 409A and the procedures specified by the Committee.

Agreed to and accepted:

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