Date To From Subject
Exhibit
10.7
Date | To | |||
From | ||||
Subject | ||||
2008 Conservatorship Retention Award |
This memorandum sets forth Freddie Mac’s agreement to
provide to you a cash retention award pursuant to the terms set
forth below.
I. Cash
Retention Payment
You are eligible to receive a cash retention award of $xxx,xxx
(which is equal to xxx% of your annualized 2008 target bonus),
minus legal deductions. The award will be paid in four
installments, occurring in the regular payroll cycles
immediately after the following payment dates.
Payment Number |
Payment Date | Percentage of Award Paid | Dollar Amount Paid | ||||||
1 | December 15, 2008 | 20% | $xxx,xxx | ||||||
2 | August 1, 2009 | 20% | $xxx,xxx | ||||||
3 | December 15, 2009 | 25% | $xxx,xxx | ||||||
4 | March 15, 2010 | 35% | $xxx,xxx | ||||||
Payment numbers 1, 2, and 3 will be based solely on your
continued employment with Freddie Mac through the indicated
payment dates.
Payment number 4 will be conditioned upon achievement of a
performance
goal(s) that
is expected to be established prior to the end of this calendar
year.
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II. Treatment
of Award in the Event of Termination of Employment
Severance Eligible Termination: If Freddie Mac
terminates your employment as a result of a severance eligible
event and you receive severance pay, all unpaid portions of the
retention award will be paid as soon as administratively
possible after the termination date.
Non-Severance Eligible Termination or Voluntary Termination
(Including Retirement): If you voluntarily terminate your
employment for any reason other than death or disability or if
Freddie Mac terminates your employment due to a non-severance
eligible event, all unpaid portions of the award will be
forfeited.
Retirement: If you terminate your employment
due to retirement (as defined in Freddie Mac’s
Employees’ Pension Plan), all unpaid portions of the award
will be forfeited.
Death or Long-Term Disability: If you
terminate employment due to either death or long-term
disability, all unpaid portions of the retention awards be paid
as soon as administratively possible after the termination or
disability date.
Under no circumstances are you obligated to repay Freddie Mac
any portion of the retention award that you received prior to
your termination date.
III. General
Receipt of this retention bonus does not preclude you from
receiving a short-term cash incentive bonus attributable to
performance year 2009 (paid in 2010) or from receiving an
award under any other element of Freddie Mac’s compensation
program.
Amounts paid pursuant to this retention agreement are considered
compensation for purposes of the tax qualified
Thrift/401(k)
Savings Plan, the tax qualified Employees’ Pension Plan and
the non-qualified Supplemental Executive Retirement Plan, but
will not be included as bonus-eligible earnings for purposes of
calculating any bonus or short-term incentive payment made by
Freddie Mac except as required by applicable law.
The provisions of this Agreement shall be construed and enforced
in accordance with the laws of the Commonwealth of Virginia,
without regard to its conflict-of-laws principles. Nothing in
the Agreement shall be construed or interpreted to be a contract
of employment for any specified duration and you and Freddie Mac
each have the right to terminate the employment relationship at
any time for any lawful reason.
If you have any questions regarding this special retention plan,
do not hesitate to contact your HR Business Partner,
xxxx xxxxxx at
xxx-xxx-xxx
for assistance.