Long-Term Performance Program. Upon occurrence of the Leave, Executive’s entitlement to any award granted to Executive under a long-term incentive program (“LTIP”) sponsored by Sears, shall be determined in accordance with the terms and conditions of the award letter and the LTIP document regarding termination of employment (as if the termination of employment occurred on the first day of the Leave).
Long-Term Performance Program. The Long Term Performance Incentive Program grant for any multi-year performance period will be treated at termination of active employment in accordance with the provisions of its respective program document or grant letter.
Long-Term Performance Program pursuant to the Workforce Management Program provisions of the Long Term Performance Program (“LTPP”), if Xxxxx remains employed at Agilent through the close of business on November 1, 2007, he shall be entitled to receive LTPP payouts at the full, un-prorated amount, for the performance periods of FY05-FY07, FY06-FY08, and FY07-FY-09, in accordance with existing relevant plan documents. The target share award (after adjustment for the Verigy dividend) for each of the above performance periods is as follows, as is the value of the target award based upon the stock price on the date the target award was established: (i) for the performance period ending on October 31, 2007, Xxxxx was given a target award of 32,029 shares ($750,000); (ii) for the performance period ending on October 31, 2008, Xxxxx was given a target award of 33,079 shares ($1,000,000); and (iii) for the performance period ending on October 31, 2009, Xxxxx was given a target award of 33,300 shares ($1,100,000). If Xxxxx’x employment with Agilent terminates before November 1, 2007, pursuant to Paragraph 1(b)(ii)(2), Xxxxx’x eligibility to receive LTPP payments will be affected as follows: (i) for the performance period ending on October 31, 2007, Xxxxx shall not be eligible to receive any LTPP payment; (ii) for the performance period ending on October 31, 2008, Xxxxx shall be eligible to receive the full, un-prorated LTPP payment; and (iii) for the performance period ending on October 31, 2009, Xxxxx shall be eligible to receive a prorated LTPP payment in accordance with his termination date and the Workforce Management Program terms of the relevant LTPP plan document. The payouts, if any, will be based on actual performance measured against the performance criteria for the relevant performance period. Awards may range from zero to 200%, and will be determined by the Compensation Committee following the conclusion of the relevant three year performance periods. The payouts, if any, shall be subject to the terms and conditions set forth in each of the relevant LTPP plan documents and shall occur at the times that any awards under the LTPP are paid to other participants in this program for such performance periods. Unless otherwise deferred under Agilent’s deferral programs, any shares distributed will be distributed in the calendar year following the calendar year in which the performance period ends.
Long-Term Performance Program. Upon occurrence of a Leave prior to the payment date under the then applicable long-term incentive plan (“LTIP”) sponsored by Sears and not withstanding the termination provisions of such LTIP, Executive shall be entitled to receive a cash incentive award pro rated through the Separation from Service date, but only (1) if Executive has completed at least half of the months that constitute the applicable performance period as of Executive’s Separation from Service, (2) if Executive’s applicable LTIP financial performance measure for the period from the inception of the performance period through the last completed full month that occurs on or preceding Executive’s Separation from Service is equal to or greater than the target goal for such financial performance measure (with respect to the 2010 LTIP, determined based on the agreed upon three-year plan for Executive’s business), and (3) to the extent that the LTIP award would have been payable to Executive (i.e., the performance criteria for such award are actually met) had the Executive been employed by Sears through the payment date for such LTIP; which amount shall be paid in a lump sum no later than the 75th day after the end of such LTIP performance period. For purposes of any pro-rated award payable under this subsection, pro-ration shall be based on a fraction, the numerator of which is the number of full days worked on active payroll in an LTIP-eligible position during the LTIP performance period and the denominator of which is the total number of days in the LTIP performance period.
