Common use of Long-Term Incentive Programs Clause in Contracts

Long-Term Incentive Programs. The Executive shall participate in such long-term cash- and/or equity-based incentive programs as the senior executives of the Company participate from time to time. The Parties understand that, as of the effective date of this Agreement, a long-term cash- and/or equity-based incentive program is not in existence for the senior executives of the Company. The Parties anticipate that if implemented, a new long-term incentive program will be implemented each year and that such programs, if implemented, will provide for the payment (in common stock and/or cash) of an amount equal to the average annual salary and target bonuses paid to the Executive during the three-year plan period, payable at the conclusion of fiscal year 2006, if the Company meets or exceeds its cumulative EBITDA target for that three-year period. The Parties also anticipate that if implemented, the new long-term incentive program will provide that in the event the Executive's employment is terminated (i) by the Company without Cause (other than due to Disability or death), (ii) by reason of a Constructive Termination, or (iii) upon expiration of the Term of Employment following the Company's having given a notice of non-extension of the Term of Employment, the Company will pay a pro-rata share of the incentive payment if the Company was ahead of target at the time of the termination. However, the Parties understand and agree that no such plan is yet in existence, that such plan may never be in existence, and that this provision shall not be construed as creating any binding obligation on the Company to implement such a plan.

Long-Term Incentive Programs. The Beginning in February 2004, the Executive shall participate in such long-term cash- and/or equity-based incentive programs as the senior executives of the Company participate from time to time. The Parties understand that, as of the effective date of this Agreement, a long-term cash- and/or equity-based incentive program is not in existence for the senior executives of the Company. The Parties anticipate that if implemented, a new long-term incentive program will be implemented each year and that such programs, if implemented, will provide for the payment (in common stock and/or cash) of an amount equal to the average annual salary and target bonuses paid to the Executive during the three-year plan period, payable at the conclusion of fiscal year 20062006 (February 2007), if the Company meets or exceeds its cumulative EBITDA target for that three-year period. The Parties also anticipate that if implemented, the new long-term incentive program will provide that in the event the Executive's employment is terminated (i) by the Company without Cause (other than due to Disability or death), (ii) by reason of a Constructive Termination, or (iii) upon expiration of the Term of Employment following the Company's having given a notice of non-extension of the Term of Employment, the Company will pay a pro-rata share of the incentive payment if the Company was ahead of target at the time of the termination. However, the Parties understand and agree that no such plan is yet in existence, that such plan may never be in existence, and that this provision shall not be construed as creating any binding obligation on the Company to implement such a plan.

Long-Term Incentive Programs. The Executive shall participate in such long-term cash- and/or equity-based incentive programs as the senior executives of the Company participate from time to time. The Parties understand that, as of the effective date of this Agreement, a long-term cash- and/or equity-based incentive program is not in existence for the senior executives of the Company. The Parties anticipate that if implemented, a new long-term incentive program will be implemented each year and that such programs, if implemented, will provide for the payment (in common stock and/or cash) of an amount equal to the average annual salary and target bonuses paid to the Executive during the three-year plan period, payable at the conclusion of fiscal year 20062006 (February 2007), if the Company meets or exceeds its cumulative EBITDA target for that three-year period. The Parties also anticipate that if implemented, the new long-term incentive program will provide that in the event the Executive's employment is terminated (i) by the Company without Cause (other than due to Disability or death), (ii) by reason of a Constructive Termination, or (iii) upon expiration of the Term of Employment following the Company's having given a notice of non-extension of the Term of Employment, the Company will pay a pro-rata share of the incentive payment if the Company was ahead of target at the time of the termination. However, the Parties understand and agree that no such plan is yet in existence, that such plan may never be in existence, and that this provision shall not be construed as creating any binding obligation on the Company to implement such a plan.