FISCAL YEAR 2008, THE EXECUTIVE SHALL NOT BE ENTITLED TO
ANY ANNUAL OR OTHER BONUS UNLESS EXPLICITLY DETERMINED OTHERWISE BY THE
COMPENSATION COMMITTEE IN ITS SOLE DISCRETION.
4.
Other Benefits
(A)
BENEFITS AND PERQUISITES. DURING THE EMPLOYMENT PERIOD, THE
EXECUTIVE SHALL BE ENTITLED TO PARTICIPATE IN ALL HEALTH, WELFARE, RETIREMENT,
PENSION, LIFE INSURANCE, DISABILITY AND SIMILAR PLANS, PROGRAMS AND ARRANGEMENTS
GENERALLY AVAILABLE TO THE U.S.-BASED SENIOR EXECUTIVE GROUP OF THE COMPANY IN
ACCORDANCE WITH THE TERMS AND CONDITIONS OF SUCH PLANS, PROGRAMS AND
ARRANGEMENTS, AS AMENDED FROM TIME TO TIME. IN ADDITION, DURING THE EMPLOYMENT
PERIOD THE EXECUTIVE SHALL BE ENTITLED TO PARTICIPATE IN ALL PERQUISITE PROGRAMS
AVAILABLE TO THE U.S.-BASED SENIOR EXECUTIVE GROUP OF THE COMPANY ON THE TERMS
AND CONDITIONS THEN PREVAILING UNDER SUCH PROGRAMS, AS AMENDED FROM TIME TO
TIME.
(B)
EXPENSES. DURING THE EMPLOYMENT PERIOD, THE EXECUTIVE SHALL BE
REIMBURSED BY THE COMPANY FOR ALL REASONABLE TRAVEL, ENTERTAINMENT, CONFERENCE
EXPENSES, ORGANIZATION DUES AND OTHER BUSINESS EXPENSES INCURRED BY THE
EXECUTIVE IN CONNECTION WITH THE PERFORMANCE OF THE EXECUTIVE'S SERVICES UNDER
THIS AGREEMENT, SUBJECT TO THE COMPANY'S POLICIES IN EFFECT FROM TIME TO TIME
WITH RESPECT TO SUCH EXPENSES, INCLUDING THE REQUIREMENTS WITH RESPECT TO
REPORTING AND DOCUMENTATION OF SUCH EXPENSES.
(C)
OFFICE AND SUPPORT STAFF. DURING THE EMPLOYMENT PERIOD, THE
EXECUTIVE SHALL BE ENTITLED TO AN OFFICE OR OFFICES OF A SIZE AND WITH
FURNISHINGS AND OTHER APPOINTMENTS, INCLUDING PERSONAL SECRETARIAL AND OTHER
ASSISTANCE, AT LEAST EQUAL TO THE MOST FAVORABLE OF THE FOREGOING PROVIDED TO
THE EXECUTIVE BY THE COMPANY AT ANY TIME DURING THE NINETY (90) DAY PERIOD
IMMEDIATELY PRECEDING THE EFFECTIVE DATE, OR, IF MORE FAVORABLE TO THE
EXECUTIVE, AS PROVIDED AT ANY TIME AFTER THE EFFECTIVE DATE TO THE EXECUTIVE OR
OTHER U.S.-BASED SENIOR EXECUTIVE OFFICERS. THE EXECUTIVE'S PERSONAL ASSISTANT
MAY PERFORM NON-COMPANY DUTIES SO LONG AS SUCH ACTIVITIES DO NOT INTERFERE WITH
THE ASSISTANT'S DUTIES TO THE COMPANY.
(D)
VACATION. DURING THE EMPLOYMENT PERIOD, THE EXECUTIVE SHALL NOT
REQUIRE OR BE ENTITLED TO VACATION TIME.
(E)
LIFE INSURANCE. DURING THE EMPLOYMENT PERIOD, THE COMPANY SHALL
CONTINUE TO MAINTAIN A RENEWABLE TERM INSURANCE POLICY OR POLICIES COVERING THE
LIFE OF THE EXECUTIVE IN THE AMOUNT OF SIX MILLION DOLLARS ($6,000,000), NAMING
THE EXECUTIVE'S ESTATE OR ANY OTHER PERSON DESIGNATED BY THE EXECUTIVE AS
BENEFICIARY OF SUCH POLICY OR POLICIES. THE EXECUTIVE HAS THE RIGHT TO REQUIRE
THE COMPANY AT ANY TIME TO PREPAY ALL OF THE PREMIUMS ASSOCIATED WITH SUCH
POLICY OR POLICIES SO AS TO ENSURE SUCH POLICIES REMAIN IN FORCE FOR THE ENTIRE
EMPLOYMENT PERIOD.
5.
Termination
The employment by the Company Group of the Executive shall be terminated as
provided in this Section 5:
(A)
DEATH. UPON THE EXECUTIVE'S DEATH ("DEATH").
4
(B)
DISABILITY.
(I)
THE COMPANY OR THE EXECUTIVE, UPON NOT
LESS THAN THIRTY (30) DAYS WRITTEN NOTICE TO THE OTHER PARTY ("DISABILITY
NOTICE"), MAY TERMINATE THE EMPLOYMENT BY THE COMPANY OF THE EXECUTIVE IF THE
EXECUTIVE HAS BEEN UNABLE, BY REASON OF PHYSICAL OR MENTAL DISABILITY,