Safeway (SWY)

TRANSFERS AND TERMINATIONS

SECTION 5.1 - Terminations.  If a Participant’s employment with the Company is terminated for any reason other than death, disability or retirement prior to payment of any bonus award granted under the Plan, all of the Participant’s rights under the Plan shall terminate and the Participant shall not have any right to receive any further payments with respect to any bonus award granted under the Plan. The Committee may, in its discretion, determine what portion, if any, of the Participant’s bonus award granted under the Plan shall be paid if the Participant’s employment has been terminated by reason of death, disability or retirement.

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ARTICLE VI

TRANSFERS AND TERMINATIONS

SECTION 5.1 - Terminations.  If a Participant’s employment with the Company is terminated for any reason other than death, disability or retirement prior to payment of any bonus award granted under the Plan, all of the Participant’s rights under the Plan shall terminate and the Participant shall not have any right to receive any further payments with respect to any bonus award granted under the Plan. The Committee may, in its discretion, determine what portion, if any, of the Participant’s bonus award granted under the Plan shall be paid if the Participant’s employment has been terminated by reason of death, disability or retirement.

4

ARTICLE VI