Long-Term Incentive Award Claw-Back Agreement Sample Contracts

LONG-TERM INCENTIVE AWARD CLAW-BACK AGREEMENT
Long-Term Incentive Award Claw-Back Agreement • January 26th, 2009 • Celanese CORP • Plastic material, synth resin/rubber, cellulos (no glass)

This Agreement between Celanese Corporation and ______________ (the “Employee”) is entered into as of the date set forth on the signature page below. The collective consideration for Employee’s obligations under this Agreement, each component of which the Employee specifically acknowledges both the receipt and independent sufficiency thereof as consideration, include: (i) Employee’s receipt of cash and/or stock-related awards under the Celanese Corporation 2004 Stock Incentive Plan (including any successor plan), or any such other cash or stock-related award under any plan or arrangement sponsored by Celanese (collectively referred to as the “Plan”), subject to the terms thereof; (ii) Employee’s continued employment with Celanese; (iii) the opportunity to receive special training and education, both on-the-job and otherwise as feasible; and (iv) Employee’s receipt of confidential, proprietary information relating to Celanese business and clients.

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