Common use of Annual Bonuses Clause in Contracts

Annual Bonuses. (a) Eligible employees of the Bearings Group and TimkenSteel Group will continue to participate in the Timken Annual Performance Award Pay Plan (“APA”) through the Distribution Date or, for TimkenSteel Transferees, the Applicable Transfer Date. Timken will remain responsible for and will pay any awards earned under the APA to all Bearings Employees and Former Bearings Business Employees, and TimkenSteel will be responsible for and will pay any awards earned under the APA by TimkenSteel Employees and Former TimkenSteel Business Employees. The Bearings Group will be responsible for establishing and paying any annual bonus for its employees for performance periods after the Distribution Date or, for Bearings Transferees, the Applicable Transfer Date, and the TimkenSteel Group will be responsible for establishing and paying any annual bonus for its employees for performance periods after the Distribution Date. (b) Eligible employees of the Bearings Group and the TimkenSteel Group will continue to participate in the Timken Senior Executive Management Performance Plan (the “SEMPP”) through December 31, 2014. The determination of whether any portion of an award under the SEMPP with respect to the 2014 fiscal year (a “2014 SEMPP Award”) has been earned will be made based upon the achievement of the applicable management objectives measured as of December 31, 2014. Such determination will be made by the Timken Compensation Committee in accordance with the SEMPP. With respect to TimkenSteel Employees, the amount of any 2014 SEMPP Award will be prorated based on the number of days of the 2014 fiscal year completed as of the Distribution Date. Notwithstanding any provision of the SEMPP, Timken will pay each 2014 SEMPP Award held by a Bearings Employee or a Former Bearings Business Employee, and TimkenSteel will pay each 2014 SEMPP Award held by a TimkenSteel Employee or a Former TimkenSteel Business Employee.

Annual Bonuses. (a) Eligible employees of the Bearings Horizon Group who on the close of business on the day immediately prior to the Distribution Date (or, with respect to a Horizon Transferee, the Applicable Transfer Date) were not working in the Horizon Business (“Partial Year Awardees”) will continue to participate in the TriMas Corporation Short Term Incentive Plan pursuant to the terms of the TriMas Corporation Annual Incentive Compensation Administrative Policy (the “Annual Incentive Policy”) until the Distribution Date or, for Horizon Transferees, the Applicable Transfer Date. The determination of whether any portion of such an eligible employee’s award under the Annual Incentive Policy with respect to the 2015 fiscal year (the “2015 Annual Incentive Bonus”) has been earned will be made based upon the achievement of the applicable management objectives measured as of the Distribution Date. Such determination will be made by the Horizon Compensation Committee in accordance with the Annual Incentive Policy. Horizon will be responsible for establishing a bonus program for such employees for the period from the Distribution Date to December 31, 2015, which bonus program will be structured so that it is substantially similar to the Annual Incentive Policy and TimkenSteel provides a bonus opportunity for such period that preserves to the extent practicable the bonus opportunity that each Partial Year Awardee would have had if he or she would have remained an employee of the TriMas Group for the entire 2015 calendar year; provided, however, that the applicable management objectives with respect to such bonus program will be based solely on measures related to the Horizon Group. (b) Any eligible employee of the Horizon Group who is not a Partial Year Awardee, will, through December 31, 2015, continue to participate in the Annual Incentive Policy applicable to such employees immediately prior to the Distribution Date. The determination of whether any portion of such employee’s 2015 Annual Incentive Bonus has been earned will be made based upon the achievement of the applicable management objectives as of December 31, 2015. Such determination will be made by the Horizon Compensation Committee with respect to employees of the Horizon Group. (c) Eligible employees of the TriMas Group will continue to participate in the Timken Annual Performance Award Pay Plan Incentive Policy through December 31, 2015. The determination of whether any portion of such an eligible employee’s 2015 Annual Incentive Bonus has been earned will be made based upon the achievement of the applicable management objectives measured as of December 31, 2015. Such determination will be made by the TriMas Compensation Committee in accordance with the Annual Incentive Policy. (“APA”d) through the Distribution Date or, for TimkenSteel Transferees, the Applicable Transfer Date. Timken TriMas will remain responsible for and will pay any awards earned under the APA Annual Incentive Policy to all Bearings TriMas Employees and Former Bearings Business TriMas Employees, and TimkenSteel Horizon will be responsible for and will pay any awards earned under the APA Annual Incentive Policy by TimkenSteel Horizon Employees and Former TimkenSteel Business Horizon Employees; provided, however, that, notwithstanding any provision of this Employee Matters Agreement or the Annual Incentive Policy to the contrary, Horizon may choose to pay the 2015 Annual Incentive Bonuses for Horizon Employees and Former Horizon Employees entirely in cash. The Bearings TriMas Group will be responsible for establishing and paying any annual bonus for its employees for performance periods after the Distribution Date or, for Bearings TriMas Transferees, the Applicable Transfer Date, and the TimkenSteel Horizon Group will be responsible for establishing and paying any annual bonus for its employees for performance periods after the Distribution Date. (b) Eligible employees of the Bearings Group and the TimkenSteel Group will continue to participate in the Timken Senior Executive Management Performance Plan (the “SEMPP”) through Date or December 31, 2014. The determination 2015, as applicable; provided, however, that, for the avoidance of whether any portion of an award doubt, such annual bonuses need not have the same terms and conditions as the bonuses granted under the SEMPP with respect to the 2014 fiscal year (a “2014 SEMPP Award”) has been earned will be made based upon the achievement of the applicable management objectives measured as of December 31, 2014. Such determination will be made by the Timken Compensation Committee in accordance with the SEMPP. With respect to TimkenSteel Employees, the amount of any 2014 SEMPP Award will be prorated based on the number of days of the 2014 fiscal year completed as of the Distribution Date. Notwithstanding any provision of the SEMPP, Timken will pay each 2014 SEMPP Award held by a Bearings Employee or a Former Bearings Business Employee, and TimkenSteel will pay each 2014 SEMPP Award held by a TimkenSteel Employee or a Former TimkenSteel Business EmployeeAnnual Incentive Policy.

Annual Bonuses. (a) Eligible employees As of the Bearings Group Distribution Date, Aptiv will determine the projected level of achievement for the applicable performance objectives under the AIP and TimkenSteel Group will continue to participate in the Timken Annual Performance Award Pay Plan DLIP for 2017 based on (“APA”i) through actual performance measured as of the most recent practicable date preceding the Distribution Date or, and (ii) projected performance for TimkenSteel Transferees, the Applicable Transfer Date. Timken will remain responsible for and will pay any awards earned under remainder of the APA to all Bearings Employees and Former Bearings Business Employees, and TimkenSteel will be responsible for and will pay any awards earned under the APA by TimkenSteel Employees and Former TimkenSteel Business Employees. The Bearings Group will be responsible for establishing and paying any annual bonus for its employees for applicable performance periods after the Distribution Date or, for Bearings Transferees, the Applicable Transfer Date, and the TimkenSteel Group will be responsible for establishing and paying any annual bonus for its employees for performance periods after the Distribution Dateperiod. (b) Eligible employees of the Bearings Aptiv Group and the TimkenSteel Delphi Technologies Group will continue to participate in the Timken Senior Executive Management Performance Aptiv Annual Incentive Plan (the “SEMPPAIP”) through December 31, 20142017. The Aptiv Group will determine the awards earned under the AIP for 2017 for all Aptiv Employees and Former Aptiv Business Employees (including with reference to the level of achievement described in Section 5.3(a) and taking into account actual performance during the period from the Distribution Date through the end of the applicable performance period), and be responsible for and pay any such awards. Delphi Technologies will determine the awards earned under the AIP for 2017 for all Delphi Technologies Employees and Former Delphi Technologies Business Employees (including with reference to the level of achievement described in Section 5.3(a) and taking into account actual performance during the period from the Distribution Date through the end of the applicable performance period), and be responsible for and pay any such awards. (c) Eligible employees of the Aptiv Group and the Delphi Technologies Group will continue to participate in the Delphi Automotive PLC Leadership Incentive Plan (the “DLIP”) through December 31, 2017. The determination of whether any portion of an award under the SEMPP DLIP with respect to the 2014 2017 fiscal year (a “2014 SEMPP 2017 DLIP Award”) has been earned will be made based upon the achievement of the applicable management objectives measured as of December 31, 20142017. Such determination will be made by the Timken Aptiv Compensation Committee in accordance with the SEMPPDLIP; provided, however, that, except as otherwise determined by the Aptiv Compensation Committee in compliance with applicable Law or the DLIP, the portion of each 2017 DLIP Award deemed earned will be determined taking into account actual performance during the period from the Distribution Date through the end of the applicable performance period. With respect to TimkenSteel Delphi Technologies Employees, the amount of any 2014 SEMPP 2017 DLIP Award will be prorated based on the number of days of the 2014 full 2017 fiscal year completed as of the Distribution Dateyear. Notwithstanding any provision of the SEMPPDLIP, Timken the Aptiv Group will pay each 2014 SEMPP 2017 DLIP Award held by an Aptiv Employee or a Former Aptiv Business Employee, and Delphi Technologies will pay each 2017 DLIP Award held by a Bearings Delphi Technologies Employee or a Former Bearings Business Employee, and TimkenSteel will pay each 2014 SEMPP Award held by a TimkenSteel Employee or a Former TimkenSteel Delphi Technologies Business Employee. (d) The Aptiv Group will be responsible for establishing and paying any annual bonus for its employees for performance periods commencing in 2018 or, for any Aptiv Transferee whose Applicable Transfer Date is in a year after 2017, the year in which the Applicable Transfer Date occurs, and the Delphi Technologies Group will be responsible for establishing and paying any annual bonus for its employees for performance periods commencing in 2018 or, for any Delphi Technologies Transferee whose Applicable Transfer Date is in a year after 2017, the year in which the Applicable Transfer Date occurs.