DEFERRAL AGREEMENT Kimberly S. Greene
Exhibit
10.34
Xxxxxxxx
X. Xxxxxx
The
TVA
Board of Directors has approved your participation in TVA’s Long-Term Deferred
Compensation Plan (Plan) under the following terms:
|
Vesting
Date(s)
|
Vesting
Amount
|
|||
|
Duration
of deferral agreement:
|
3
years and 1 month
|
|||
|
First
compensation credit:
|
$280,000
(09/04/2007)
|
09/04/2007
|
$280,000
|
|
|
Second
compensation credit:
|
$100,000
(10/01/2008)
|
09/30/2011
|
Balance
of account
|
|
|
Third
compensation credit:
|
$100,000
(10/01/2009)
|
09/30/2011
|
Balance
of account
|
|
|
Fourth
and final compensation credit:
|
$100,000
(10/01/2010)
|
09/30/2011
|
Balance
of account
|
|
|
Total
credits over deferral period:
|
$580,000
|
|||
|
Expiration
date:
|
09/30/2011
|
|||
Please
read the following provisions carefully and indicate your approval by signing
at
the designated place below.
________________________________________________________________________________
As
a
participant in the Plan, I hereby agree to be bound by the following terms
and
conditions:
Annual
deferred compensation credits as stated above will be made to an account in
my
name to cover a service period of three years and one month, beginning on
September 4, 2007, and ending on September 30, 2011, provided that I remain
employed by TVA through September 30, 2011. I shall be entitled to
compensation credits including interest and returns on the vesting dates as
stated in the above schedule provided that I remain employed by TVA through
the
vesting periods. The first credit shall be made directly to an
account in TVA’s Merit Incentive Supplemental Retirement Income Plan (MISRIP)
and will be paid out to me, upon termination of my employment with TVA, in
five
annual installments. Upon expiration of this agreement, the balance
of the account, including interest and return as provided below, will be
transferred to my TVA deferred compensation account and all credits from this
agreement will be paid out to me, upon termination of my employment with TVA,
in
five annual installments.
I
understand that I must be an employee of TVA at the time of the vesting dates
stated above or no payments or transfers under the Plan will be made by TVA
and
any credits to my account will be extinguished. However, in the event
that TVA terminates my employment during the term of this agreement through
no
act or delinquency of my own, this agreement is terminated as of the date of
my
termination and no further credits will be made under it and any credits in
my
account from this agreement, including interest or return as provided below,
at
the time of termination will become vested. The balance of my account
will be transferred to my TVA MISRIP account and all credits from this agreement
will be paid out to me in five annual installments or in accordance with
otherwise applicable IRS rules. If TVA terminates my employment for
cause prior to the expiration of this agreement, no further credits will be
made
and my unvested account balance will be forfeited. In the event of my
death during the term of this agreement, my account balance will be paid to
the
person identified on my beneficiary designation form or, in the absence of
such
designation, to my estate, in a manner permitted by applicable IRS
rules.
Interest
will be credited to the balance reflected in my deferral account on the same
basis as interest is calculated and credited under XXXXXX. In the
alternative, I may choose to have my balance adjusted based on the return of
the
funds I select under the same conditions as are contained in
MISRIP. I understand that I am solely responsible for the risk
associated with any return elections that I make.
I
understand that nothing contained in this agreement shall be construed as
conferring the right to continue in the employment of TVA as an executive or
in
any other capacity and that the payment election I have made is final (not
revocable).
/s/ Xxxxxxxx
X.
Xxxxxx
9/4/07
Xxxxxxxx
X. Xxxxxx
Date
/s/ Xxxx
X. Xxxx,
Xx. 9/4/07
Chief
Officer
Date
