Common use of Annual Incentive Compensation Program Clause in Contracts

Annual Incentive Compensation Program. Executive shall be entitled to participate in the Annual Incentive Compensation Program ("AICP") pursuant to the terms and conditions of such program as it may exist from time to time, provided that with respect to Executive, (i) the AICP for calendar year 2003 shall have the same terms and conditions in effect immediately prior to the Transaction, and (ii) the AICP for calendar year 2004 and following may be amended by the Board in its discretion, provided: 1) his potential bonus opportunity under the AICP shall be based principally upon sharing in the profitability, cash flow, economic value added or related financial performance parameters, 2) the formula for the plan will be such that, if applied to actual performance for 2002 and 2003, the result would not decrease the actual bonus pool contribution for those years, 3) future changes to the AICP or its formulation shall be made in consultation with senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) with the consent of the CEO, and, for each business unit, with the approval of the head of that business unit, 4) if senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) concludes that the new formulation has had an unintended and material negative impact on the amount of the bonus pool, the Board shall reasonably consider an adjustment in the program to adjust for such unintended impact, 5) his potential bonus opportunity shall be maintained at least at the current level and no upper limit shall be placed on the amount of his potential bonus opportunity, 6) his potential bonus opportunity shall be based on the composite performance of the Company.

Annual Incentive Compensation Program. Executive shall be entitled to participate in the Annual Incentive Compensation Program ("AICP") pursuant to the terms and conditions of such program as it may exist from time to time, provided that with respect to Executive, (i) the AICP for calendar year 2003 shall have the same terms and conditions in effect immediately prior to the Transaction, and (ii) the AICP for calendar year 2004 and following may be amended by the Board in its discretion, provided: 1) his potential bonus opportunity under the AICP shall be based principally upon sharing in the profitability, cash flow, economic value added or related financial performance parameters, 2) the formula for the plan will be such that, if applied to actual performance for 2002 and 2003, the result would not decrease the actual bonus pool contribution for those years, 3) future changes to the AICP or its formulation shall be made in consultation with senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) with the consent of the CEO, and, for each business unit, with the approval of the head of that business unit, 4) if senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) concludes that the new formulation has had an unintended and material negative impact on the amount of the bonus pool, the Board shall reasonably consider an adjustment in the program to adjust for such unintended impact, 5) his potential bonus opportunity shall be maintained at least at the current level and no upper limit shall be placed on the amount of his potential bonus opportunity, 6) his potential bonus opportunity for calendar year 2004 and following shall be based 70% on the performance of the operating company for which he is primarily responsible and 30% (the method of computation to be mutually agreed) on the composite performance of the Company, which percentages may not be revised without his consent.

Annual Incentive Compensation Program. Executive shall be entitled to participate in the Annual Incentive Compensation Program ("“AICP"”) at the level defined for this position (President), with an uncapped potential for company performance that exceeds budgeted performance, that is weighted at least thirty (30%) percent based on InfraSource corporate performance and seventy (70%) based on Xxxxxxxx Corporation performance, pursuant to the terms and conditions of such program as it may exist from time to time, provided that with respect to Executive, (i) the AICP for calendar year 2003 shall have the same terms and conditions in effect immediately prior to the Transaction, and (ii) the AICP for calendar year 2004 and following may be amended by the Board in its discretion, provided: 1) his potential bonus opportunity under the AICP shall be based principally upon sharing in the profitability, cash flow, economic value added or related financial performance parameters, , 2) the formula for the plan will be such that, if applied to actual performance for 2002 and 2003, the result would not decrease the actual bonus pool contribution for those years, 3) future changes to the AICP or its formulation shall be made in consultation with senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) with the consent of the CEO, and, for each business unit, with the approval of the head of that business unit, 4) if senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) CEO concludes that the new formulation has had an unintended and material negative impact on the amount of the bonus pool, the Board shall reasonably consider an adjustment in the program to adjust for such unintended impact, 5) his potential bonus opportunity shall be maintained at least at the current level and no upper limit shall be placed on the amount of his potential bonus opportunity, 6) his potential bonus opportunity shall be based on the composite performance of the Company.

Annual Incentive Compensation Program. Executive shall be entitled to participate in the Annual Incentive Compensation Program ("AICP") pursuant to the terms and conditions of such program as it may exist from time to time, provided that with respect to Executive, (i) the AICP for calendar year 2003 shall have the same terms and conditions in effect immediately prior to the Transaction, as adjusted to compensate for the loss of imputed interest income as a result of the Transaction, and (ii) the AICP for calendar year 2004 and following may be amended by the Board in its discretion, provided: 1) his potential bonus opportunity under the AICP shall be based principally upon sharing in the profitability, cash flow, economic value added or related financial performance parameters, 2) the formula for the plan will be such that, if applied to actual performance for 2002 and 2003, the result would not decrease the actual bonus pool contribution for those years, 3) future changes to the AICP or its formulation shall be made in consultation with senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) with the consent of the CEO, and, for each business unit, with the approval of the head of that business unit, 4) if senior management (the CEO, the Chief Financial Officer of the Company and the applicable business unit head) concludes that the new formulation has had an unintended and material negative impact on the amount of the bonus pool, the Board shall reasonably consider an adjustment in the program to adjust for such unintended impact, 5) his potential bonus opportunity shall be maintained at least at the current level and no upper limit shall be placed on the amount of his potential bonus opportunity, 6) his potential bonus opportunity for calendar year 2004 and following shall be based 70% on the performance of the operating company for which he is primarily responsible and 30% (the method of computation to be mutually agreed) on the composite performance of the Company, which percentages may not be revised without his consent.