Common use of Long Term Incentive Payment Clause in Contracts

Long Term Incentive Payment. If the Employee is employed through December 31, 1999 or the Employee's employment is terminated prior to that date by the Company without Cause (as defined in the Retention Agreement), and if the Employee is participating in the Illinova Long Term Incentive Compensation Plan (the "Long-Term Incentive Plan"), the Company shall provide the Employee with an award for each of the three performance periods currently in effect (January 1, 1999 through December 31, 1999; January 1, 1999 through December 31, 2000; and January 1, 1999 through December 31, 2001). The determination of the performance for the periods will be determined near the end of 1999, and will be equal to the performance figures available as of the date of such determination, with such performance deemed to have continued through the end of the performance periods, as determined by the Compensation Committee of the Board of Directors of the Company. The amount of the benefit payable under this section A-2 to the Employee for each of these performance periods shall be equal to the amount that would be payable on such performance for the entire period, but subject to a pro-rata reduction to reflect the portion of the performance period after December 31, 1999, in accordance with the following schedule: -------------------------------------------------------------------------------------------------------------------- For the Performance Period: The following percent of the total award that is determined to be payable by the Company for the Performance Period shall be: -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 1999 100% -------------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2000 50% -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2001 33% -------------------------------------------------------------------------------------------------------------------- Except as provided in this section A-2, the Employee shall not be entitled to any amounts with respect to the Long-Term Incentive Plan for any period.

Long Term Incentive Payment. If the Employee is employed through December 31, 1999 or the Employee's employment is terminated prior to that date by the Company without Cause (as defined in the Retention Agreement), and if the Employee is participating in the Illinova Long Term Incentive Compensation Plan (the "Long-Term Incentive Plan"), the Company shall provide the Employee with an award for each of the three performance periods currently in effect (January 1, 1999 through December 31, 1999; January 1, 1999 through December 31, 2000; and January 1, 1999 through December 31, 2001). The determination of the performance for the periods will be determined near the end of 1999, and will be equal to the performance figures available as of the date of such determination, with such performance deemed to have continued through the end of the performance periods, as determined by the Compensation Committee of the Board of Directors of the Company. The amount of the benefit payable under this section A-2 to the Employee for each of these performance periods shall be equal to the amount that would be payable on such performance for the entire period, but subject to a pro-rata reduction to reflect the portion of the performance period after December 31, 1999, in accordance with the following schedule: -------------------------------------------------------------------------------------------------------------------- For the Performance Period: The following percent of the total award that is determined to be payable by the Company for the Performance Period shall be: -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 1999 100% -------------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2000 50% -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2001 33% -------------------------------------------------------------------------------------------------------------------- Except as provided in this section A-2, the Employee shall not be entitled to any amounts with respect to the Long-Term Incentive Plan for any period.

Long Term Incentive Payment. If (i) the Employee is employed through December 31, 1999 1999; or (ii) the Employee's employment is terminated prior to that date by the Company without Good Cause (as defined in the Retention Agreement), and if the Employee is participating in the Illinova Long Term Incentive Compensation Plan (the "Long-Term Incentive Plan"), ; then the Company shall provide the Employee with an award for each of the three performance periods currently in effect (January 1, 1999 through December 31, 1999; January 1, 1999 through December 31, 2000; and January 1, 1999 through December 31, 2001). The determination of the performance for the periods will be determined near the end of 1999, and will be equal to the performance figures available as of the date of such determination, with such performance deemed to have continued through the end of the performance periods, as determined by the Compensation Committee of the Board of Directors of the Company. The amount of the benefit payable under this section A-2 A-3 to the Employee for each of these performance periods shall be equal to the amount that would be payable on such performance for the entire period, but subject to a pro-rata reduction to reflect the portion of the performance period after December 31, 1999, in accordance with the following schedule: -------------------------------------------------------------------------------------------------------------------- For the Performance Period: The following percent of the total award that is determined to be payable by the Company for the Performance Period shall be: -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 1999 100% -------------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2000 50% -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2001 33% -------------------------------------------------------------------------------------------------------------------- Except as provided in this section A-2A-3, the Employee shall not be entitled to any amounts with respect to the Long-Term Incentive Plan for any period.

Long Term Incentive Payment. If (i) the Employee is employed through December 31, 1999 or 1999; (ii) the Employee's employment is terminated prior to that date by the Company without Good Cause (as defined in the Retention Agreement), and if ; or (iii) the Employee is participating resigns as an employee of the Company and becomes a consultant to the Company in the Illinova Long Term Incentive Compensation Plan (the "Long-Term Incentive Plan")accordance with section A-6, then the Company shall provide the Employee with an award for each of the three performance periods currently in effect (January 1, 1999 through December 31, 1999; January 1, 1999 through December 31, 2000; and January 1, 1999 through December 31, 2001). The determination of the performance for the periods will be determined near the end of 1999, and will be equal to the performance figures available as of the date of such determination, with such performance deemed to have continued through the end of the performance periods, as determined by the Compensation Committee of the Board of Directors of the Company. The amount of the benefit payable under this section A-2 A-4 to the Employee for each of these performance periods shall be equal to the amount that would be payable on such performance for the entire period, but subject to a pro-rata reduction to reflect the portion of the performance period after December 31, 1999, in accordance with the following schedule: -------------------------------------------------------------------------------------------------------------------- For the Performance Period: The following percent of the total award that is determined to be payable by the Company for the Performance Period shall be: -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 1999 100% -------------------------------------------------------------------------------------------------------------------- -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2000 50% -------------------------------------------------------------------------------------------------------------------- January 1, 1999 through December 31, 2001 33% -------------------------------------------------------------------------------------------------------------------- Except as provided in this section A-2A-4, the Employee shall not be entitled to any amounts with respect to the Long-Term Incentive Plan for any period.