POTASH CORPORATION OF SASKATCHEWAN INC. AMENDMENT TO THE AGREEMENT
Exhibit 10(v)
POTASH CORPORATION OF SASKATCHEWAN INC.
AMENDMENT TO THE AGREEMENT
1. The definition of “Earnings” in paragraph 1 of the Plan is hereby amended by deleting the
first sentence thereof and inserting in lieu thereof the following (taking into account the
provisions of this Amendment set forth below):
“The term “Earnings” shall mean the Executive’s annual base pay plus: |
(a) | 100% of all bonuses paid or payable to the Executive in a calendar year pursuant to the Corporation’s annual short-term incentive plan or any similar plan substituted therefor; provided, however, that for purposes of section (b)(ii) of paragraph 4 of this Agreement, the bonus amount taken into account in calculating Earnings shall not exceed the Executive’s annual base pay on which such bonus was based pursuant to the terms of the Corporation’s annual short-term incentive plan; and |
(b) | any other payment made in a given year to the Executive which payment is specifically designated to be included in Earnings by the Compensation Committee of the Board of Directors of the Corporation.” |
2. Sections (a) and (b) of paragraph 4 of the Agreement are hereby amended in their entirety
to read as follows:
“(a) | 5% of the Executive’s average 3 highest calendar years’ Earnings | ||
multiplied by |
the Executive’s years (including partial years calculated to the last full month completed) of Continuous Service completed before July 1, 2009 up to a maximum of 10 years | |||
PLUS | |||
(b) | the sum of (i) and (ii), where: |
(i) | is equal to 2% of the Executive’s average 3 highest calendar years’ Earnings | ||
multiplied by | |||
the Executive’s years (including partial years calculated to the last full month completed) of Continuous Service in excess of 25 years to a maximum of 10 additional years, to the extent that such Continuous Service was completed before July 1, 2009; and | |||
(ii) | is equal to 2% of the Executive’s average Earnings for the 3 consecutive calendar years during which the Executive’s Earnings were the highest | ||
multiplied by | |||
the Executive’s years (including partial years calculated to the last full month completed) of Continuous Service in excess of 25 years to a maximum of 10 additional years, provided that (A) such Continuous Service was completed on and after July 1, 2009, and (B) the sum of the years of Continuous Service taken into account under section (b)(i) and this section (b)(ii) does not exceed 10 | |||
MINUS” |
3. In all other respects the Agreement remains unchanged.
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POTASH CORPORATION OF SASKATCHEWAN INC. |
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By: | /s/ Xxxxxxx Xxxx Xxxxx | |||||
Xxxxxxx X. Xxxxx | ||||||
/s/ Xxxxxxx X. Xxxxx | ||||||
SIGNED SEALED AND DELIVERED in the
presence of:
presence of:
Xxxxxx X. Xxxxxxx
Name of Witness
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/s/ Xxxxxx X. Xxxxxxx
Signature of Witness
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