Common use of Cash Incentive Programs Clause in Contracts

Cash Incentive Programs. Prior to or as soon as reasonably practicable following the Distribution Date, Worthington Steel shall, or shall cause another member of the Worthington Steel Group to, adopt, for the benefit of eligible Worthington Steel Employees, programs providing cash incentives, commissions, annual performance bonuses, or similar cash payments for the calendar year in which the Distribution Date occurs (the “Worthington Steel Cash Incentive Programs”) that are substantially similar to the applicable programs maintained by New Worthington for the benefit of such individuals prior to the Distribution Date (the “New Worthington Cash Incentive Programs”), provided that the applicable performance criteria may be adjusted in the discretion of the board of directors of Worthington Steel or the compensation committee thereof to reflect the transactions contemplated by the Separation Agreement. Following the Effective Time, Worthington Steel shall assume or retain, as applicable, responsibility for any and all payments, obligations and other Liabilities relating to (a) any amounts that any Worthington Steel Employee or any Former Worthington Steel Service Provider has either earned (if not payable by its terms prior to the Distribution Date) or has become eligible to earn, in either case, as of the Effective Time, under the New Worthington Cash Incentive Programs, and (b) any amounts that any Worthington Steel Employee or any Former Worthington Steel Service Provider has earned or is eligible to earn under any Worthington Steel Benefit Arrangement(s) providing cash incentive compensation, commissions, annual performance bonus, or similar cash payments (including the Worthington Steel Cash Incentive Programs), and shall fully perform, pay and discharge the foregoing if and when such payments, obligations and/or other Liabilities become due. Following the Effective Time, the Worthington Steel Group shall be solely responsible for, and no member of the New Worthington Group shall have any obligation or Liability with respect to, any and all such amounts.

Cash Incentive Programs. Prior to or as soon as reasonably practicable (a) Immediately following the Distribution Effective Date, Worthington Steel shallNRG shall make a prorated bonus payment to each GenOn Employee who is a participant in the NRG Energy, or Inc. Annual Incentive Plan and any other NRG annual cash incentive plans (collectively, the “Cash Incentive Plans”) and who remains employed through the Effective Date, the amount (if any) of which shall cause another member equal the product of the Worthington Steel applicable GenOn Employee’s Eligible Bonus Amount (as defined in the next sentence) in respect of the performance period in which the Effective Date occurs (with respect to each GenOn Employee, the “Affected Performance Period”), multiplied by a fraction, the numerator of which is the number of days in the Affected Performance Period prior to the Effective Date, and the denominator of which is the total number of days in the Affected Performance Period. NRG may determine the Eligible Bonus Amount with respect to each GenOn Employee, under each Cash Incentive Plan and for each Affected Performance Period, using any good faith methodology, provided that such amount shall not be less than the target bonus amount established for each GenOn Employee (such amount, as calculated, the “Eligible Bonus Amount”). No amount payable pursuant to the foregoing shall be subject to the execution or delivery of any release of claims by a GenOn Employee. Any amount payable to any GenOn Employee under a Cash Incentive Plan in respect of a performance period completed prior to the Effective Date shall be paid no later than the date on which NRG pays annual bonuses to similarly-situated other employees of NRG and its Affiliates. (b) As of the Effective Date, Reorganized GenOn Group towill assume payment obligations from NRG with respect to any other accrued, adopt, for the benefit of eligible Worthington Steel Employees, programs providing cash incentives, commissions, annual performance bonuses, or similar cash but unpaid payments for the calendar year in which cash incentive programs set forth on Schedule 6.1 related to the Distribution Date occurs (the “Worthington Steel Cash Incentive Programs”) that are substantially similar GenOn Employees. Reorganized GenOn Group will pay such accrued benefits to the applicable programs maintained GenOn Employee in accordance with terms and conditions as determined by New Worthington for the benefit of such individuals prior to the Distribution Date (the “New Worthington Cash Incentive Programs”), provided that the applicable performance criteria may be adjusted Reorganized GenOn Group in the discretion of the board of directors of Worthington Steel or the compensation committee thereof to reflect the transactions contemplated by the Separation Agreement. Following the Effective Time, Worthington Steel shall assume or retain, as applicable, responsibility for any and all payments, obligations and other Liabilities relating to (a) any amounts that any Worthington Steel Employee or any Former Worthington Steel Service Provider has either earned (if not payable by its terms prior to the Distribution Date) or has become eligible to earn, in either case, as of the Effective Time, under the New Worthington Cash Incentive Programs, and (b) any amounts that any Worthington Steel Employee or any Former Worthington Steel Service Provider has earned or is eligible to earn under any Worthington Steel Benefit Arrangement(s) providing cash incentive compensation, commissions, annual performance bonus, or similar cash payments (including the Worthington Steel Cash Incentive Programs), and shall fully perform, pay and discharge the foregoing if and when such payments, obligations and/or other Liabilities become due. Following the Effective Time, the Worthington Steel Group shall be solely responsible for, and no member of the New Worthington Group shall have any obligation or Liability with respect to, any and all such amountssole discretion.