Equity Compensation Plan Services

Asset allocation, diversification and rebalancing do not ensure a profit or protect against loss in declining markets. Calls may be monitored or recorded to assure quality. You will receive a call about this request, even if you have previously requested not to be contacted. Individual grant details and summary Account balances Important account alerts Log on access to full site Award acceptance Flexible Level of Service to Fit your Company's needs: Last Name Please enter a valid Last Name! First Name Please enter a valid First Name!

Merrill Lynch is the marketing name for Merrill Lynch Wealth Management, and Merrill Edge®, both of which are made available through Merrill Lynch, Pierce, Fenner & Smith, Incorporated (MLPF&S). Merrill Edge is available through Merrill Lynch, Pierce, Fenner & Smith, Incorporated (MLPF&S), and consists of the Merrill Edge Advisory Center.

Employee Services

Different vesting provisions apply in the case of an involuntary termination of your employment without cause, as more fully described in the Award Agreement. If you terminate your employment after you have attained the Rule of 60 , the award will vest in accordance with the original vesting schedule so long as you comply with the Rule of 60 vesting condition, as follows: You must not work for a named competitor of Bank of America or its subsidiaries during the remaining vesting period of your award.

The current list of named competitors is available at https: This list will be updated annually. The list in effect at your termination of employment will control.

You must annually provide a written certification that you are not working for any of the named competitors. Each December, Bank of America will send to the most recent mailing address you have on record a certification form for you to complete and return.

If you do not receive your form by early in the new year, you are responsible for obtaining a certification form by contacting the Employee Services Group at You will be considered in breach of the vesting condition if you fail to provide written certification as and when required. It is your sole responsibility to ensure that the company receives your annual certification.

Accordingly, you need to keep the company apprised of any changes to your mailing address. Page 1 of If you comply with these requirements, your award will continue to vest in accordance with the original vesting schedule. However, if you fail to meet either of the above requirements, the unvested portion of your award will be immediately canceled. For more information about your award, review your Award Agreement, Grant Certificate and the Plan, which together are the controlling documents for your award.

The most recent list of named competitors appears at https: Page 2 of A Prospectus describing the Stock Plan, which incorporates the terms and conditions of the Stock Plan, is enclosed with this Agreement. The Stock Plan itself is available upon request, and its terms and provisions are incorporated herein by reference. When used herein, the terms which are defined in the Stock Plan shall have the meanings given to them in the Stock Plan, as modified herein if applicable.

The Restricted Units covered by this Agreement are being awarded to you in connection with your participation in the performance year program, subject to the following terms and provisions: Page 3 of Any notice which either party hereto may be required or permitted to give to the other shall be in writing and may be delivered personally, by intraoffice mail, by fax, by electronic mail or other electronic means, or via a postal service, postage prepaid, to such electronic mail or postal address and directed to such person as Bank of America may notify you from time to time; and to you at your electronic mail or postal address as shown on the records of Bank of America from time to time, or at such other electronic mail or postal address as you, by notice to Bank of America, may designate in writing from time to time.

Page 4 of If you move to any country outside of the United States during the term of your Award, additional terms and conditions may apply to your Award. Bank of America reserves the right to impose other requirements on the Award to the extent Bank of America determines it is necessary or advisable in order to comply with local law or facilitate the administration of the Award and to require you to sign any additional agreements or undertakings that may be necessary to accomplish the foregoing.

Number of Restricted Units. As a participant in the Stock Plan, you must designate a Merrill Lynch account into which shares of Common Stock will be deposited when they are released to you. You may use a joint account if you are the primary owner of the account. Page 6 of To be effective, such certification must be provided on such form, at such time and pursuant to such procedures as Bank of America shall establish from time to time.

If Bank of America determines in its reasonable business judgment that you have failed to satisfy either of the foregoing requirements, then any unearned Restricted Units shall be immediately canceled as of the date of such determination.

In addition, from time to time following your termination of employment after having attained the Rule of 60, Bank of America may require you to further certify that you are not engaging in Competition, and if you fail to fully cooperate with any such requirement Bank of America may determine that you are engaging in Competition. If you engage in Competition before your Restricted Units become earned and payable, Bank of America shall have all rights to injunctive relief specified in paragraph c vii.

Page 7 of Page 8 of Payment of Restricted Units shall be payable in the form of one share of common stock for each Restricted Unit that is payable. For purposes hereof, the following terms shall have the following meanings: Bank of America shall communicate such list to you. Confidential Information means any information concerning the business or affairs of Bank of America or its subsidiaries which is not generally known to the public and includes, but is not limited to, any file, document, book, account, list, process, patent, specification, drawing, design, computer program or file, computer disk, method of operation, recommendation, report, plan, survey, data, manual, strategy, financial data, client information or data, or contract which comes to your.

Page 9 of Read More about preparing financially for the death of a spouse. The federal reserve has raised rates seven times in the last three years—and that pace may well continue. What could that mean for your wallet—and investments? Read More about Health Savings Accounts. The latest information from Merrill Lynch on services available to clients, as well as important updates. Stay connected with your Financial Advisor anytime, anywhere with MyMerrill mobile applications.

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There is always the potential of losing money when you invest in securities. Asset allocation, diversification and rebalancing do not ensure a profit or protect against loss in declining markets. Neither Merrill Lynch nor any of its affiliates or financial advisors provide legal, tax or accounting advice.

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MyMerrill is the website for Merrill Lynch Wealth Management clients, providing online access to account data information and electronic services. A stock option is a contract that gives one party the right to purchase or sell a stated number of shares of a stock at a specified price. The price at which the shares may be purchased or sold is known as the strike or exercise price. Merrill Lynch makes available products and services offered by Merrill Lynch, Pierce, Fenner & Smith Incorporated (MLPF&S) and other subsidiaries of Bank of America Corporation (BofA Corp.). MLPF&S is a registered broker-dealer, member SIPC and a wholly.