Common use of Annual Equity Incentive Grant Clause in Contracts

Annual Equity Incentive Grant. After each calendar year during the Employment Period, Executive shall be eligible to receive a grant of Equity Incentives (as defined below) with respect to such calendar year (an “Annual Equity Incentive Grant”) in such amount, of such type and with such terms (including with respect to vesting) as deemed appropriate by the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer; provided that, without in any way limiting the discretion of any board of directors or compensation committee, the Company acknowledges that the Chief Executive Officer and the board of directors of LCC Corporation have previously agreed to a framework for determining the terms of an annual grant of Equity Incentives to the Company’s current senior management team (including to Executive) (the “Annual Equity Incentive Grant Framework”). Executive acknowledges and agrees that nothing in this Section 3(c) shall result in Executive having any right or entitlement to receive any Equity Incentive, as the grant of any such Equity Incentive shall be subject to the approval of the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer. For purposes of this Agreement, the term “Equity Incentives” means any options, restricted stock, restricted stock units and/or other comparable equity type incentive products as the Compensation Committee may grant or award (based on factors deemed relevant by the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer; including, without limitation, the Ladder Companies’ financial performance relative to budget) pursuant to the Omnibus Incentive Plan of LCC Corporation to be adopted by LCC Corporation on or about the IPO Date (such Omnibus Incentive Plan as may be amended from time to time, the “LCC Omnibus Incentive Plan”). In addition, in the event Executive resigns for any reason from Executive’s position as an employee of the Company pursuant to Section 4(a) hereof on a date that is on or after the date five (5) years after the IPO Date and if as of the Employment Termination Date (as herein defined) Executive’s years of service with the Company plus Executive’s age equals at least 60, then (i) any unvested Equity Incentives of Executive that vest solely based on time including, without limitation, any of Executive’s applicable Annual Incentive Grants, shall vest effective as of Executive’s Employment Termination Date and (ii) any unvested Equity Incentives of Executive that vest based on performance will continue to be outstanding from and after the Employment Termination Date (and will not be forfeited on the Employment Termination Date), and will be eligible to vest after the Employment Termination Date based on the particular performance vesting criteria that is applicable to such unvested Equity Incentives.

Annual Equity Incentive Grant. After Prior to the Xxxxxx Transition Date, after each calendar year during the Employment Period, Executive shall be eligible to receive a grant of Equity Incentives (as defined below) with respect to such calendar year (an “Annual Equity Incentive Grant”) in such amount, of such type and with such terms (including with respect to vesting) as deemed appropriate by the Compensation Committee or the BoardXxxxxx, in each case in consultation with his capacity as the Company’s Chief Executive Officer; provided that, without in any way limiting the discretion of any board of directors or compensation committeeXxxxxx, the Company acknowledges that the Chief Executive Officer Xxxxxx and the board of directors of LCC Corporation have previously agreed to a framework for determining the terms of an annual grant of Equity Incentives to the Company’s current senior management team (including to Executive) which senior management team includes Executive as of the Effective Date). From and after the Xxxxxx Transition Date, after each calendar year during the Employment Period, Executive shall receive a grant of Equity Incentives (the also, an “Annual Equity Incentive Grant”) with a value equal to not less than the greater of (i) $1,700,000 or (ii) the average of the value (at the time of grant) of the Annual Equity Incentive Grant Framework”)granted to Executive for each of the two most recent calendar years for which Executive has been granted an Annual Equity Incentive Grant prior to the Xxxxxx Transition Date. Notwithstanding the foregoing, all Equity Incentives or other forms of equity or equity related compensation (A) that are granted or issued to Executive acknowledges and agrees prior to the Retirement Eligibility Date shall provide that nothing in this Section 3(c) shall result in if Executive having any right or entitlement continues to receive any Equity Incentivebe employed by the Company as of Retirement Eligibility Date, as then, to the grant of extent any such Equity Incentive shall be subject Incentives and/or other forms of equity or equity related compensation are then unvested, they will vest upon the Retirement Eligibility Date (except to the approval of the Compensation Committee or the Boardextent any such vesting is based on performance, in each case in consultation with which case, Executive will retain the Chief Executive Officer. For purposes of this Agreement, the term “applicable unvested Equity Incentives” means any options, restricted stock, restricted stock units Incentives and/or other comparable forms of equity type incentive products as the Compensation Committee may grant or award (based on factors deemed relevant by the Compensation Committee or the Boardequity related compensation, in each case in consultation with the Chief Executive Officer; including, without limitation, the Ladder Companies’ financial performance relative to budget) pursuant to the Omnibus Incentive Plan of LCC Corporation even if Executives ceases to be adopted by LCC Corporation on or about the IPO Date (such Omnibus Incentive Plan as may be amended from time to time, the “LCC Omnibus Incentive Plan”). In addition, in the event Executive resigns for any reason from Executive’s position as an employee of the Company pursuant to Section 4(a) hereof on a date that is on or after the date five (5) years after the IPO Date Retirement Eligibility Date, and if as of the Employment Termination Date (as herein defined) Executive’s years of service with the Company plus Executive’s age equals at least 60, then (i) any unvested such Equity Incentives and/or other forms of Executive that vest solely based on time including, without limitation, any of Executive’s applicable Annual Incentive Grants, shall vest effective as of Executive’s Employment Termination Date and (ii) any unvested Equity Incentives of Executive that equity or equity related compensation will thereafter continue to vest based on the applicable performance will continue vesting criteria) and (B) all Equity Incentives and/or other forms of equity or equity related compensation that may be granted or issued to be outstanding from and Executive after the Employment Termination Retirement Eligibility Date (and will not shall be forfeited on the Employment Termination Date), and will be eligible granted to vest after the Employment Termination Date based on the particular performance vesting criteria that is applicable to such unvested Equity IncentivesExecutive as fully vested at grant or issuance.

Annual Equity Incentive Grant. After each calendar year during the Employment Period, Executive shall be eligible to receive a grant of Equity Incentives (as defined below) with respect to such calendar year (an “Annual Equity Incentive Grant”) in such amount, of such type and with such terms (including with respect to vesting) as deemed appropriate by the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer; provided that, without in any way limiting the discretion of any board of directors or compensation committee, the Company acknowledges that the Chief Executive Officer and the board of directors of LCC Corporation have previously agreed to a framework for determining the terms of an annual grant of Equity Incentives to the Company’s current senior management team (including to Executive) (the “Annual Equity Incentive Grant Framework”). Executive acknowledges and agrees that nothing in this Section 3(c) shall result in Executive having any right or entitlement to receive any Equity Incentive, as the grant of any such Equity Incentive shall be subject to the approval of the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer. For purposes of this Agreement, the term “Equity Incentives” means any options, restricted stock, restricted stock units and/or other comparable equity type incentive products as the Compensation Committee may grant or award (based on factors deemed relevant by the Compensation Committee or the Board, in each case in consultation with the Chief Executive Officer; including, without limitation, the Ladder Companies’ financial performance relative to budget) pursuant to the Omnibus Incentive Plan of LCC Corporation to be adopted by LCC Corporation on or about the IPO Date (such Omnibus Incentive Plan as may be amended from time to time, the “LCC Omnibus Incentive Plan”). In addition, in the event Executive resigns for any reason retires from Executive’s position as an employee of the Company pursuant to Section 4(a) hereof on a date that is on or after the date five (5) years after the IPO Date and if as of the with an Employment Termination Date (as herein defined) as of which both (A) Executive’s years of service with the Company plus is at least ten years and (B) Executive’s age equals is at least 60sixty-two (62), then (i) any unvested Equity Incentives of Executive that vest solely based on time including, without limitation, any of Executive’s applicable Annual Incentive Grants, shall vest effective as of Executive’s the date five years after the Employment Termination Date so long as Executive does not at any time during such five year period engage or otherwise work in the commercial real estate business in a manner that is in competition with any Ladder Company and (ii) any unvested Equity Incentives of Executive that vest based on performance will continue to be outstanding from and after the Employment Termination Date (and will not be forfeited on the Employment Termination Date), and will be eligible to vest after the Employment Termination Date based on the particular performance vesting criteria that is applicable to such unvested Equity IncentivesIncentives and, to the extent any such performance vesting criteria is satisfied, will thereafter vest effective as of the date five years after the Employment Termination Date so long as Executive does not at any time during such five year period engage or otherwise work in the commercial real estate business in a manner that is in competition with any Ladder Company.