Common use of Incentive Compensation/Bonuses Clause in Contracts

Incentive Compensation/Bonuses. In addition, for each calendar year during the Employment Period, Executive shall be entitled to receive annual cash incentive compensation (an “Annual Bonus”) as follows: · Bonus Opportunity: Executive shall be entitled to receive an Annual Bonus equal to fifty percent (50%) of his then current Annual Base Salary if threshold performance is attained, an Annual Bonus equal to one hundred percent (100%) of his then current Annual Base Salary (the “Target Bonus”) if target performance is attained, and an Annual Bonus equal to two hundred percent (200%) of his then current Annual Base Salary if performance exceeds the maximum performance level. For performance between threshold and maximum levels, the Annual Bonus will be determined on the basis of linear interpolation. The performance criteria for each fiscal year shall, after consultation with Executive, be determined in good faith by the Board or the Compensation Committee within the first three (3) months of each calendar year that begins during the Employment Period. For 2015, the amount of the Annual Bonus will be based on the Compensation Committee’s assessment in its sole discretion of Executive’s development of an effective strategy for the Company, and any such bonus will be pro-rated for the time worked during 2015. In respect of the Annual Bonus for 2018, provided that Executive is employed by the Company until the expiration of the Term and that Executive’s employment was not terminated for Cause by the Company following the Term, any qualitative performance evaluation will be performed by December 16, 2018, and the achievement of quantitative performance metrics shall be determined based on actual 2018 performance and determined on or before March 31, 2019, whether or not Executive is employed during 2019. · Payment of Annual Bonuses to Executive, if any, shall be made in the same manner and at the same time that other senior-level executives receive their annual bonus awards, but in any event on or before the end of the calendar year following the end of the applicable performance year. · Annual Long-Term Incentive (“LTI”) Awards: On or as soon as practicable after the Effective Date, but in no event earlier than the date that is two (2) days following the press release announcing the hiring of Executive, the Company shall grant to Executive the following long term incentive awards (the “2015 Grants”), which awards shall be granted pursuant to the Xxxx-Xxxx Realty Corporation 2013 Incentive Stock Plan (the “Plan”), and shall be subject to all terms and conditions set forth herein or in the award agreements attached hereto as Exhibits A (the “RSU Agreement”), B (the “PSU Agreement”), C (the “Time-Vesting Option Agreement”) and D (the “Price-Vesting Option Agreement”): · Restricted Stock Units (“RSUs”). The Company shall grant to Executive that number of restricted stock units (the “RSUs”) equal to $325,000 divided by the closing stock price of the Company’s common stock on the New York Stock Exchange (the “NYSE”) on the date that is two trading days following the date of the press release announcing the hiring of Executive, which shall vest in three (3) approximately equal annual installments on each anniversary of the date of grant, subject to such other terms and conditions set forth herein and in the RSU Agreement. Dividend equivalents shall accrue on RSUs, and will be deemed reinvested in additional RSUs (at the then fair market value of the Company’s common stock), which will only be paid when the underlying RSUs are paid · Performance Share Units (“PSUs”). The Company shall grant to Executive that number of target performance stock units (the “PSUs”) equal to $975,000 divided by the closing stock price of the Company’s common stock on the NYSE on the date that is two days following the date of the press release announcing the hiring of Executive. Such PSUs shall vest based on total shareholder return (“TSR”) versus the equity office REITs in the NAREIT (or comparable replacing) index over a three-year performance period commencing on the date of grant, based on the following payout schedule and shall be subject to such other terms and conditions set forth herein and in the PSU Agreement: Performance Level CLI 3-Year TSR Percentile Rank Payout (% of target PSUs) < Threshold < 40th percentile 0 % Threshold 40th percentile 50 % Target 60th percentile 100 % Maximum >=80th percentile 150 % Payout for performance between threshold and maximum will be linearly interpolated The payout of the foregoing grant will be limited to 100% of target if the Company’s absolute TSR is negative. Dividend equivalents shall accrue on PSUs, and will be deemed reinvested in additional PSUs (at the then fair market value of the Company’s common stock), which will only be paid when, and to the extent, the underlying PSUs are paid.

Incentive Compensation/Bonuses. In addition, for each calendar year during the Employment Period, Executive shall be entitled to receive annual cash incentive compensation (an “Annual Bonus”) as follows: · Bonus Opportunity: Commencing with 2016, Executive shall be entitled to receive an Annual Bonus equal to twenty-five percent (25%) of his Annual Base Salary earned for the year if threshold performance is attained, an Annual Bonus equal to fifty percent (50%) of his then current Annual Base Salary if threshold performance is attained, an Annual Bonus equal to one hundred percent (100%) of his then current Annual Base Salary earned for the year (the “Target Bonus”) if target performance is attained, and an Annual Bonus equal to two one hundred percent (200100%) of his then current Annual Base Salary earned for the year if performance equals or exceeds the maximum performance level. For performance between threshold and target and between target and maximum levels, the Annual Bonus will be determined on the basis of linear interpolation. The performance criteria for each fiscal year shall, after consultation with Executive, shall be determined in good faith by the Board or the Compensation Committee within the first three (3) months of each calendar year that begins during the Employment Period. For 2015, the amount of the Annual Bonus will be based on the Compensation Committee’s assessment in its sole discretion of Executive’s development of an effective strategy for the Company, and any such bonus will be pro-rated for the time worked during 2015. In respect of the Annual Bonus for 2018the final year of the Term, as may be extended pursuant to Section 2(b), provided that Executive is employed by the Company until the expiration of the Term and that Executive’s employment was not terminated for Cause by the Company following the Term, any qualitative performance evaluation will be performed by December 16, 201816 of the final year, and the achievement of quantitative performance metrics shall be determined based on actual 2018 performance for the final year and determined on or before March 31, 201931 of the year following the final year of the Term, whether or not Executive is employed during 2019the year following the final year. · Payment of Annual Bonuses to Executive, if any, shall be made in the same manner and at the same time that other senior-level executives receive their annual bonus awards, but in any event on or before the end of the calendar year first quarter following the end of the applicable performance year. · Annual Long-Term Incentive (“LTI”) Awards: On or as soon as practicable after During the Effective DateEmployment Period, but in no event earlier than the date that is two (2) days following the press release announcing the hiring of Executive, the Company Executive shall grant be eligible to Executive the following be granted long term incentive or equity awards (the “2015 Grants”), which awards shall as may be granted pursuant to the Xxxx-Xxxx Realty Corporation 2013 Incentive Stock Plan (the “Plan”), and shall be subject to all terms and conditions set forth herein or in the award agreements attached hereto as Exhibits A (the “RSU Agreement”), B (the “PSU Agreement”), C (the “Time-Vesting Option Agreement”) and D (the “Price-Vesting Option Agreement”): · Restricted Stock Units (“RSUs”). The Company shall grant to Executive that number of restricted stock units (the “RSUs”) equal to $325,000 divided determined by the closing stock price of Board or the Company’s common stock on the New York Stock Exchange (the “NYSE”) on the date that is two trading days following the date of the press release announcing the hiring of Executive, which shall vest Compensation Committee in three (3) approximately equal annual installments on each anniversary of the date of grant, subject its sole discretion under such plans and programs as may be in effect from time to such other terms and conditions set forth herein and in the RSU Agreement. Dividend equivalents shall accrue on RSUs, and will be deemed reinvested in additional RSUs (at the then fair market value of the Company’s common stock), which will only be paid when the underlying RSUs are paid · Performance Share Units (“PSUs”). The Company shall grant to Executive that number of target performance stock units (the “PSUs”) equal to $975,000 divided by the closing stock price of the Company’s common stock on the NYSE on the date that is two days following the date of the press release announcing the hiring of Executive. Such PSUs shall vest based on total shareholder return (“TSR”) versus the equity office REITs in the NAREIT (or comparable replacing) index over a three-year performance period commencing on the date of grant, based on the following payout schedule and shall be subject to such other terms and conditions set forth herein and in the PSU Agreement: Performance Level CLI 3-Year TSR Percentile Rank Payout (% of target PSUs) < Threshold < 40th percentile 0 % Threshold 40th percentile 50 % Target 60th percentile 100 % Maximum >=80th percentile 150 % Payout for performance between threshold and maximum will be linearly interpolated The payout of the foregoing grant will be limited to 100% of target if the Company’s absolute TSR is negative. Dividend equivalents shall accrue on PSUs, and will be deemed reinvested in additional PSUs (at the then fair market value of the Company’s common stock), which will only be paid when, and to the extent, the underlying PSUs are paidtime.

Incentive Compensation/Bonuses. In additionaddition to Base Salary, for each calendar with respect to fiscal year 2023 and thereafter during the Employment Period, Executive shall be entitled to receive participate in an annual cash incentive compensation (bonus program allowing Executive to earn an “Annual Bonus”) as follows: · Bonus Opportunity: Executive shall be entitled amount up to receive an Annual Bonus equal to two hundred and fifty percent (50250%) of his then current Annual Base Salary if threshold performance is attained, an Annual Bonus equal to one hundred percent (100%) of his then current Annual Executive’s Base Salary (the “Target BonusBonus Opportunity”) if target performance is attained). With respect to 60% of the Bonus Opportunity, and an Annual Bonus equal to two hundred percent (200%) of his then current Annual Base Salary if performance exceeds the maximum performance level. For performance between threshold and maximum levels, the Annual Bonus Executive’s annual cash bonus will be determined based on the basis achievement of linear interpolation. The performance criteria for each fiscal year shall, after consultation with Executive, be determined specific goals established in good faith advance by the Board or the Compensation Committee within (the first three (3“Formulaic Component”) months of each calendar year that begins during the Employment Period. For 2015, the amount and with respect to 40% of the Annual Bonus Opportunity, Executive’s annual cash bonus will be based on the discretion of the Compensation Committee’s assessment Committee in consultation with the Chief Executive Officer of the Employer. Goals for the Formulaic Component will be established by the Compensation Committee in its sole discretion and in consultation with the Chief Executive Officer at performance levels ranging from threshold performance (entitling Executive to earn 50% of Executive’s development the Formulaic Component) to target performance (entitling Executive to earn 175% of an effective strategy for the CompanyFormulaic Component) to maximum performance (entitling Executive to earn 250% of the Formulaic Component), and any such bonus with linear interpolation between performance levels. Executive will be pro-rated for the time worked during 2015. In respect of the Annual Bonus for 2018, provided that Executive is employed by the Company until the expiration of the Term and that Executive’s employment was not terminated for Cause by the Company following the Term, any qualitative performance evaluation will be performed by December 16, 2018, and the achievement of quantitative performance metrics shall be determined based on actual 2018 performance and determined on or before March 31, 2019, whether or not Executive is employed during 2019. · Payment of Annual Bonuses entitled to Executivereceive such annual cash bonuses, if any, shall be made as are earned pursuant to such program, any portion of which the Employer may pay in the same manner and at the same time that other senior-level executives receive their annual bonus awardsform of shares of Common Stock, but in any event on or before the end of the calendar year following the end of the applicable performance year. · Annual Long-Term Incentive stock units, LTIP units (“LTILTIP Units”) Awards: On or as soon as practicable after the Effective Datein SX Xxxxx Operating Partnership, but in no event earlier than the date that is two (2) days following the press release announcing the hiring of Executive, the Company shall grant to Executive the following long term incentive awards L.P. (the “2015 GrantsPartnership”) or other equity awards, as determined at the time of grant by the Compensation Committee, in its sole discretion, and reflected in the minutes or consents of the Compensation Committee relating to the approval of such equity awards (“Annual Cash Bonus”); provided that, which awards for the avoidance of doubt, Annual Cash Bonus shall be granted include annual cash bonuses (including any portion received in equity) for years prior to 2023 that were not paid pursuant to the Xxxx-Xxxx Realty Corporation 2013 Incentive Stock Plan (the “Plan”annual cash bonus program described in this Section 3(b). In addition, and Executive shall be subject eligible to all terms and conditions set forth herein participate in any other bonus or incentive compensation plans in the award agreements attached hereto as Exhibits A (the “RSU Agreement”), B (the “PSU Agreement”), C (the “Time-Vesting Option Agreement”) and D (the “Price-Vesting Option Agreement”): · Restricted Stock Units (“RSUs”). The Company shall grant effect with respect to Executive that number of restricted stock units (the “RSUs”) equal to $325,000 divided by the closing stock price senior executive officers of the Company’s common stock on Employer, as the New York Stock Exchange (the “NYSE”) on the date that is two trading days following the date of the press release announcing the hiring of ExecutiveBoard or Compensation Committee, which shall vest in three (3) approximately equal annual installments on each anniversary of the date of grantits sole discretion, subject may deem appropriate to such other terms and conditions set forth herein and in the RSU Agreement. Dividend equivalents shall accrue on RSUs, and will be deemed reinvested in additional RSUs (at the then fair market value of the Company’s common stock), which will only be paid when the underlying RSUs are paid · Performance Share Units (“PSUs”). The Company shall grant to reward Executive that number of target performance stock units (the “PSUs”) equal to $975,000 divided by the closing stock price of the Company’s common stock on the NYSE on the date that is two days following the date of the press release announcing the hiring of Executive. Such PSUs shall vest based on total shareholder return (“TSR”) versus the equity office REITs in the NAREIT (or comparable replacing) index over a three-year performance period commencing on the date of grant, based on the following payout schedule and shall be subject to such other terms and conditions set forth herein and in the PSU Agreement: Performance Level CLI 3-Year TSR Percentile Rank Payout (% of target PSUs) < Threshold < 40th percentile 0 % Threshold 40th percentile 50 % Target 60th percentile 100 % Maximum >=80th percentile 150 % Payout for performance between threshold and maximum will be linearly interpolated The payout of the foregoing grant will be limited to 100% of target if the Company’s absolute TSR is negative. Dividend equivalents shall accrue on PSUs, and will be deemed reinvested in additional PSUs (at the then fair market value of the Company’s common stock), which will only be paid when, and to the extent, the underlying PSUs are paidjob performance.