exhibit1014.htm


    Exhibit
10.14

    

      Hunter
Acquisition Corp.

      Orion
Marine Group

      


      Executive
Incentive Plan (“EIP”) 

      


       

      I.
Objectives

       

      
        	
                 
      

              	
                1.

              	
                To
      provide incentive to Orion’s Senior Management Team to grow the overall
      business of Orion in a profitable manner.

              	
                 

              


      

       

      
        	
                 
      

              	
                2.

              	
                To
      financially reward executives for achievement of overall Company goals, as
      well as individual goals.

              


      

       

      II.
Eligibility

       

      
        	
                 
      

              	
                3.

              	
                Eligibility
      for the EIP includes the CEO, President & COO, CFO and Regional
      Executive Vice Presidents.

              


      

       

      III.
Incentive Determination

       

      
        	
                 
      

              	
                4.

              	
                The
      EIP incentive pool will be based on Orion’s performance and will be based
      upon Orion’s pre-EIP bonus.

              


      

       

      
        	
                 
      

              	
                5.

              	
                Formula
      Component — 75% of the incentive determination for EIP participants will
      be based on the achievement of the consolidated Net Cash Flow target
      (the  “Target”).  This component is only available if
      Company meets or exceeds 80% of
Target.

              


      

       

      
        	
                 
      

              	
                6.

              	
                Discretionary
      Component – 25% of the incentive determination for EIP participants will
      based on annually agreed to individual objectives.  This
      component is only available if Company meets or exceeds 80% of
      Target.

              


      

       

      IV.
Award Allocation

       

      
        	
                 
      

              	
                7.

              	
                Earned
      awards are payable only if an EIP participant is an employee in good
      standing.  Good standing means that, at the time of payout, an
      employee:

              


      

       

                             a)            has
not resigned,

       

                             b)            has
not indicated an intention to resign,

       

                             c)            has
not been notified that their employment has been terminated,

       

                             d)            is
not on a performance improvement program.

       

      V.
Timing and Payout Form

       

      
        	
                 
      

              	
                8.

              	
                Incentive
      awards will be calculated and are payable as soon as practical following
      the close of the fiscal year.  Awards will be paid as ordinary
      income and will be subject to payroll tax
  withholding.

              


      

       

      VI.
Termination of Employment

       

                  9.           Any
EIP awards are forfeited in cases of termination.

       

      
        	
                 
      

              	
                10.

              	
                If
      an employee terminates prior to the fiscal year’s close because of death
      or disability (as defined in Company’s long-term disability plan), EIP
      awards will be prorated for the
year.

              


      

       

      VII.
Plan Administration

       

      
        	
                 
      

              	
                11.

              	
                The
      EIP Administrator will be a committee approved by the Board of Directors’
      Compensation Committee.

              


      

       

      
        	
                 
      

              	
                12.

              	
                The
      EIP Administrator will approve annually developed performance measures,
      performance standards, and award levels, subject to the approval of the
      Board of Directors’ Compensation Committee.

              	
                 

              


      

       

      
        	
                 
      

              	
                13.

              	
                The
      EIP Administrator will approve all finalized award payments before
      submission to payroll, subject to the approval of the Board of Directors’
      Compensation Committee.

              


      

       

      
        	
                 
      

              	
                15.

              	
                The
      EIP Administrator will have all authority to approve continuation,
      modification or elimination of the Plan based upon a review of actual
      results, subject to the approval of the Board of Director’s Compensation
      Committee. 

              


      

       

      
        	
                 
      

              	
                16.

              	
                Terms
      of valid employment agreements, if any, supercede the terms and conditions
      of this document.

              


      

       

      
        	
                 
      

              	
                17.

              	
                The
      EIP is effective as of the fiscal year beginning January 1, 2005 and will
      continue until terminated by the Board of
      Directors’  Compensation
Committee.

              


      

       

      
        	
                 
      

              	
                VIII.  Fiscal
      Year Provisions

              


      

       

      
        	
                 
      

              	
                18.

              	
                In
      any fiscal year the EIP Administrator, subject to the approval of the
      Board of Directors’ Compensation Committee, may set forth additional terms
      applicable to the administration of the EIP for such fiscal year in an
      appendix to this document; provided that no term may be set forth in an
      appendix to this document that would cause a “material modification” of
      the EIP, as defined in Treasury Regulation §
      1.162-27(h)(1)(iii).

              


      

       


      
        
          
            


            Dallas 1487393v.3


          

           


        

        
           


          
            

          

        

        
           


        

      


      APPENDIX
A

      


      Fiscal
Year 2009

       

       

      A.           Purpose

       

      This
Appendix A sets forth terms applicable to EIP awards granted with respect to
services performed during the 2009 fiscal year.  This Appendix A does
not amend the EIP, nor does this Appendix A apply to any award granted with
respect to services performed in any fiscal year other than the 2009 fiscal
year.

       

      B.           Limitations

       

      Payment
to an EIP participant pursuant to an EIP award earned for the 2009 fiscal year
may not exceed an amount equal to two (2) times their respective Target Bonus
amounts.