GMCR » Topics » Article 2 - Administration of the Plan .

This excerpt taken from the GMCR 10-Q filed May 8, 2008.

Article 2 - Administration of the Plan.

The Organizational Development and Compensation Committee of the Board of Directors (the “Committee”) will administer the Plan. The interpretation and construction by the Committee of any provisions of the Plan or of any option granted under it shall be final, unless otherwise determined by the Board of Directors. The Committee may from time to time adopt such rules and regulations for carrying out the Plan as it may deem appropriate. No member of the Board of Directors or the Committee shall be liable for any action or determination made in good faith with respect to the Plan or any option granted under it.

Notwithstanding the foregoing, the Board of Directors shall at all times retain the power to administer this Plan in lieu of the Organizational Development and Compensation Committee. In such event, the word “Committee” wherever used herein shall be deemed to mean the Board of Directors.

This excerpt taken from the GMCR 8-K filed Mar 19, 2008.

Article 2 - Administration of the Plan.

The Organizational Development and Compensation Committee of the Board of Directors (the “Committee”) will administer the Plan. The interpretation and construction by the Committee of any provisions of the Plan or of any option granted under it shall be final, unless otherwise determined by the Board of Directors. The Committee may from time to time adopt such rules and regulations for carrying out the Plan as it may deem appropriate. No member of the Board of Directors or the Committee shall be liable for any action or determination made in good faith with respect to the Plan or any option granted under it.

Notwithstanding the foregoing, the Board of Directors shall at all times retain the power to administer this Plan in lieu of the Organizational Development and Compensation Committee. In such event, the word “Committee” wherever used herein shall be deemed to mean the Board of Directors.

This excerpt taken from the GMCR DEF 14A filed Jan 28, 2008.

12. ADMINISTRATION OF THE PLAN

The Administrator shall have full power to interpret and administer the Plan and determine the eligibility of any person for benefits hereunder and the amount of any such benefit, in its discretion.

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