Common use of Annual Incentive Plans Clause in Contracts

Annual Incentive Plans. NTELOS shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations relating to any annual incentive plan for NTELOS Employees for the year which includes the Distribution Date and thereafter, and Wireline shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations, relating to any annual incentive plan for Wireline Employees for the year which includes the Distribution Date and thereafter. As for each Delayed Transfer Employee, (a) NTELOS shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to any annual incentive plan for NTELOS Employees for (i) any calendar year which comes before such individual’s Transfer Date and (ii) for any part of a calendar year which includes such individual’s Transfer Date if such individual is still an employee of Wireline or any member of the Wireline Group at the time of payment of the bonus, (b) Wireline shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to any annual incentive plan for Wireline Employees for the remainder of such calendar year and (c) the bonus, if any, payable by NTELOS and by Wireline for any calendar year shall be a pro-rata part of the annual bonus which would have been payable if the Delayed Transfer Employee had been employed by NTELOS or by Wireline for the entire calendar year and until the time of payment of the bonus, pro-rated with respect to his or her employment with NTELOS based on NTELOS’ then generally applicable pro-ration policy when payment is made and pro-rated with respect to his or her employment with Wireline based on Wireline’s then generally applicable pro-ration policy when payment is made. As for each NTELOS Delayed Transfer Employee, (a) Wireline shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to any incentive plan for Wireline Employees for (i) any calendar year or portion thereof which comes before such individual’s Transfer Date and (ii) for any part of a calendar year which includes such individual’s Transfer Date if such individual is still an employee of NTELOS or any member of the NTELOS Group at the time of payment of the bonus, (b) NTELOS shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to annual incentive plans for NTELOS Employees for the remainder of such calendar year and (c) the bonus, if any, payable by Wireline and by NTELOS for any calendar year shall be a pro-rata part of the annual bonus which would have been payable if the NTELOS Delayed Transfer Employee had been employed by NTELOS or by Wireline for the entire calendar year and until the time of payment of the bonus, pro-rated with respect to his or her employment with Wireline based on Wireline’s then generally applicable pro-ration policy when payment is made and pro-rated with respect to his or her employment with NTELOS, based on NTELOS’ then applicable pro-ration policy when payment is made. Notwithstanding the foregoing, in no event shall a Person receive a duplication of benefits under this Section 13. SECTION 14

Annual Incentive Plans. NTELOS (a) Not later than the Distribution Date, Flowco shall, or shall be responsible for all Liabilities and fully performcause another member of the Flowco Group to, pay and discharge all take commercially reasonable steps to adopt a plan (or plans) that will provide annual bonus obligations relating or short-term cash incentive opportunities for Flowco Employees that are substantially similar to any annual incentive plan for NTELOS the opportunities provided to such Flowco Employees for the year which includes immediately prior to the Distribution Date and thereafter(the “Flowco Annual Bonus Plan”), and Wireline shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations, relating subject to any annual incentive Flowco’s right to amend or terminate such plan for Wireline Employees for the year which includes after the Distribution Date and thereafterin accordance with the terms thereof. As for each Delayed Transfer Employee, (a) NTELOS The Flowco Annual Bonus Plan shall be responsible approved prior to the Distribution Date by SPX to the extent determined necessary by SPX under Code Section 162(m). Flowco Employees shall participate in such Flowco Annual Bonus Plan (provided the eligibility requirements therein are met) immediately following the Distribution Date; provided, however, that for all Liabilities the 2015 performance period, in determining whether the performance goals under the Flowco Annual Bonus Plan have been achieved, Flowco may take into account the financial and fully perform, pay and discharge all annual bonus obligations to such individual relating to any annual incentive plan for NTELOS Employees for (i) any calendar year which comes before such individual’s Transfer Date and (ii) for any part of a calendar year which includes such individual’s Transfer Date if such individual is still an employee of Wireline or any member operational performance of the Wireline Group at Flowco Business (or applicable portion thereof) prior to the time of payment of the bonusDistribution Date, (b) Wireline and service with SPX shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to any annual incentive plan for Wireline Employees credited for the remainder purposes of determining whether such calendar year and (c) the bonus, if any, payable by NTELOS and by Wireline for any calendar year shall be a pro-rata part of the annual bonus which would have been payable if the Delayed Transfer Flowco Employee had been employed by NTELOS or by Wireline for a participant in the entire calendar year and until the time Flowco Annual Bonus Plan during such performance period. For avoidance of payment of the bonusdoubt, pro-rated with respect to his or her employment with NTELOS based on NTELOS’ then generally applicable pro-ration policy when the 2015 performance period, Flowco Employees shall not be eligible for any payment is made and pro-rated with respect to his or her employment with Wireline based on Wireline’s then generally applicable pro-ration policy when payment is made. As for each NTELOS Delayed Transfer Employee, (a) Wireline shall be responsible for all Liabilities and fully perform, pay and discharge all from any SPX annual bonus obligations to such individual relating to any plan or short-term incentive plan for Wireline Employees for (i) any calendar year compensation plan, including the SPX 2015 Bonus Plan, on or portion thereof which comes before such individual’s Transfer Date and (ii) for any part of a calendar year which includes such individual’s Transfer Date if such individual is still an employee of NTELOS or any member of after the NTELOS Group at the time of payment of the bonus, (b) NTELOS shall be responsible for all Liabilities and fully perform, pay and discharge all annual bonus obligations to such individual relating to annual incentive plans for NTELOS Employees for the remainder of such calendar year and (c) the bonus, if any, payable by Wireline and by NTELOS for any calendar year shall be a pro-rata part of the annual bonus which would have been payable if the NTELOS Delayed Transfer Employee had been employed by NTELOS or by Wireline for the entire calendar year and until the time of payment of the bonus, pro-rated with respect to his or her employment with Wireline based on Wireline’s then generally applicable pro-ration policy when payment is made and pro-rated with respect to his or her employment with NTELOS, based on NTELOS’ then applicable pro-ration policy when payment is made. Notwithstanding the foregoing, in no event shall a Person receive a duplication of benefits under this Section 13. SECTION 14Distribution Date.