Long-Term Incentive Award Agreement Sample Contracts

Innophos Holdings – LONG TERM INCENTIVE AWARD AGREEMENT (Including Confidentiality, Non-Competition and Non-Solicitation Covenants) [Date] (September 27th, 2018)
Innophos Holdings – LONG TERM INCENTIVE AWARD AGREEMENT (Including Confidentiality, Non-Competition and Non-Solicitation Covenants) [Year] (April 4th, 2018)

This LONG TERM INCENTIVE AWARD AGREEMENT (Agreement) made as of the date shown below by and between Innophos Holdings, Inc., a Delaware corporation (the Company), and the individual named on the signature page hereof (the Participant).

Innophos Holdings – LONG TERM INCENTIVE AWARD AGREEMENT (Including Confidentiality, Non-Competition and Non-Solicitation Covenants) [Year] (April 4th, 2018)

This LONG TERM INCENTIVE AWARD AGREEMENT (Agreement) made as of the date shown below by and between Innophos Holdings, Inc., a Delaware corporation (the Company), and the individual named on the signature page hereof (the Participant).

October 25, 2017 Todd J. Teske Briggs & Stratton Corporation 12301 West Wirth Street Wauwatosa WI 53222 Re: Modification of Termination Provisions of Existing Long Term Incentive Award Agreements Dear Todd: (October 31st, 2017)

This letter agreement relates to outstanding award agreements previously granted to you pursuant to the Companys 2014 Omnibus Incentive Plan, as amended (together with prior plans referenced therein, the 2014 Plan), which award agreements are identified on Exhibit A hereto (collectively, the Existing Award Agreements). In order to align the treatment of awards under the Existing Award Agreements in the event of a termination without cause with the treatment thereof under the forms of award agreements adopted by the Compensation Committee for use under the Companys 2017 Omnibus Incentive Plan (the New Award Agreement Forms), the Committee has deemed it advisable and in the best interest of the Company and its shareholders to modify the Existing Award Agreements as described herein. It is hereby agreed that each Existing Award Agreement is modified to provide that in the event of a termination without cause, the termination date under each Existing Award Agreement shall be the date upon

Constellium N.V. – Long Term Incentive Award Agreement Terms and Conditions Effective as From July 31, 2017 (October 30th, 2017)
Constellium N.V. – 2017 Long Term Incentive Award Agreement Award Letter [DATE] (October 30th, 2017)

I am pleased to inform you that you have received a Grant of Units under the Constellium 2017 Long Term Incentive Award Agreement in the amounts set forth below.

Innophos Holdings – LONG TERM INCENTIVE AWARD AGREEMENT (Including Confidentiality, Non-Competition and Non-Solicitation Covenants) [Date] (April 7th, 2017)

This LONG TERM INCENTIVE AWARD AGREEMENT ("Agreement") made as of the date shown below by and between Innophos Holdings, Inc., a Delaware corporation (the "Company"), and the individual named on the signature page hereof (the "Participant").

Cadence Bancorporation – LONG-TERM INCENTIVE AWARD AGREEMENT Non-Transferable GRANT TO <<First>> <<Last>> (Grantee) (March 17th, 2017)

by Cadence Bank, N.A. (the Bank) of Cash-Based Awards in the form of Phantom A Units and Long-Term Performance Cash (the Award), pursuant to and subject to the provisions of the Cadence Bank 2013 Long-Term Incentive Plan (the Plan). By accepting the Award, the Grantee agrees to the terms and conditions set forth in the Plan.

Momentive Specialty Chemicals – Form of 2016 Cash-Based Long-Term Incentive Award Agreement (March 8th, 2017)

THIS AGREEMENT (the "Agreement") is between HEXION INC., a New Jersey corporation (the "Company"), and the Participant set forth on the signature page to this Agreement (the "Participant").

Schneider National, Inc. – Schneider National, Inc. Long-Term Incentive Award Agreement (March 7th, 2017)

THIS AGREEMENT, effective as of the Date of Award set forth above (this Agreement), represents the award of a Retention Credit by Schneider National, Inc. (the Company) to the Participant named above, pursuant to the provisions of the Plan, and is an Award Agreement, as that term is used in the Plan.

Innophos Holdings – Long Term Incentive Award Agreement (February 28th, 2017)

This LONG TERM INCENTIVE AWARD AGREEMENT ("Agreement") made as of the date shown below by and between Innophos Holdings, Inc., a Delaware corporation (the "Company"), and the individual named on the signature page hereof ("the Participant").

Long-Term Incentive Award Agreement (January 5th, 2017)

On November 1, 2016, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Schnitzer Steel Industries, Inc. (the "Company") authorized and granted a performance-based award to _________________ ("Recipient") pursuant to Section 10 of the Company's 1993 Stock Incentive Plan (the "Plan"). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the "Code"). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.

Schnitzer Steel Industries, Inc. Long-Term Incentive Award Agreement (June 30th, 2016)

On April 27, 2016, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Schnitzer Steel Industries, Inc. (the "Company") authorized and granted a performance-based award to _______________ ("Recipient") pursuant to Section 10 of the Company's 1993 Stock Incentive Plan (the "Plan"). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the "Code"). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.

Momentive Specialty Chemicals – Form of 2016 Cash-Based Long-Term Incentive Award Agreement (May 6th, 2016)

THIS AGREEMENT (the "Agreement") is between HEXION INC., a New Jersey corporation (the "Company"), and the Participant set forth on the signature page to this Agreement (the "Participant").

Amendment to Long Term Incentive Award Agreement (February 26th, 2016)

The Long Term Incentive Award Agreement between Northwest Natural Gas Company, an Oregon corporation (the "Company"), and ________ ("Recipient") dated February 25, 2015 (the "Agreement"), is hereby amended as follows:

Long Term Incentive Award Agreement (February 26th, 2016)

This Agreement is entered into as of February __, 2016, between Northwest Natural Gas Company, an Oregon corporation (the "Company"), and ____________ ("Recipient").

Long Term Incentive Award Agreement (February 26th, 2016)

This Agreement is entered into as of February 26, 2016, between Northwest Natural Gas Company, an Oregon corporation (the "Company"), and ____________ ("Recipient").

Natural Resource Partners Lp – Natural Resource Partners L.P. Long-Term Incentive Award Agreement (February 26th, 2016)

This Natural Resource Partners L.P. Long-Term Incentive Award Agreement (the "Agreement") is by and between GP Natural Resource Partners LLC (the "Company") and _____________ (the "Employee") is granted pursuant to the Natural Resource Partners L.P. Cash Long Term Incentive Plan (the "Plan") effective as of the Effective Date.

Momentive Performance Materials Inc. – 2015 Cash-Based Long-Term Incentive Award Agreement (March 30th, 2015)

THIS AGREEMENT (the "Agreement") is between MOMENTIVE PERFORMANCE MATERIALS INC., a Delaware corporation (the "Company"), and the Participant set forth on the signature page to this Agreement (the "Participant").

Farmers National Banc – Farmers National Banc Corp. Equity Long-Term Incentive Award Agreement (February 27th, 2015)

Farmers National Banc Corp. (the "Company") hereby grants the undersigned Participant an Award pursuant to the Farmers National Banc Corp. 2012 Equity Incentive Plan (the "Equity LTI Plan") and this Award Agreement (this "Award Agreement") effective the day of , 201__ ("Grant Date").

Long Term Incentive Award Agreement (February 27th, 2015)

This Agreement is entered into as of February __, 2015, between Northwest Natural Gas Company, an Oregon corporation (the "Company"), and ____________ ("Recipient").

Amerisafe, Inc. 2012 Equity and Incentive Compensation Plan Long-Term Incentive Award Agreement (February 27th, 2015)

THIS LONG-TERM INCENTIVE AWARD AGREEMENT (this Agreement), dated as of , 2014 (the Grant Date), is entered into by and between AMERISAFE, Inc., a Texas corporation (the Company), and (the Grantee). Where the context permits, references to the Company shall include any successor to the Company. Any capitalized term that is used, but not defined, in this Agreement shall have the meaning assigned to such term in the AMERISAFE, Inc. 2012 Equity and Incentive Compensation Plan (as amended from time to time, the Plan).

Farmers National Banc – Farmers National Banc Corp. Cash Long-Term Incentive Award Agreement (February 27th, 2015)

Farmers National Banc Corp. (the "Company") hereby grants the undersigned Participant an Award pursuant to the Farmers National Banc Corp. Long-Term Incentive Plan (the "Cash LTI Plan"), and this Award Agreement (this "Award Agreement") is effective the day of , 201__.

STANCORP FINANCIAL GROUP, INC. LONG-TERM INCENTIVE AWARD AGREEMENT ( Performance Period) (February 26th, 2015)

Pursuant to Section 8 of the 2002 Stock Incentive Plan, as amended (the Plan), of StanCorp Financial Group, Inc., an Oregon corporation (the Company), and effective as of , the Organization and Compensation Committee (the Committee) of the Companys Board of Directors (the Board) has approved, and the Company hereby grants, a performance-based award to (the Employee) on the terms and conditions of this Long-Term Incentive Award Agreement (this Agreement). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the Code). By accepting this award through the on-line system used by the Company to administer the Plan, the Employee agrees to all of the terms and conditions of this Agreement. The Company and the Employee agree as follows:

LENNOX INTERNATIONAL INC. Long-Term Incentive Award Agreement (February 17th, 2015)

THIS AGREEMENT ("Agreement") is made as of December 12, 2014 (the "Award Date"), by and between Lennox International Inc., a Delaware corporation (the "Company"), and __________ ("Participant").

Schnitzer Steel Industries, Inc. Long-Term Incentive Award Agreement (January 8th, 2015)

On October 29, 2014, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Schnitzer Steel Industries, Inc. (the "Company") authorized and granted a performance-based award to _________________ ("Recipient") pursuant to Section 11 of the Company's 1993 Stock Incentive Plan (the "Plan"). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the "Code"). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.

Momentive Specialty Chemicals – Form of 2014 Cash-Based Long-Term Incentive Award Agreement (November 10th, 2014)

THIS AGREEMENT (the "Agreement") is between MOMENTIVE SPECIALTY CHEMICALS INC., a New Jersey corporation (the "Company"), and the Participant set forth on the signature page to this Agreement (the "Participant").

Schnitzer Steel Industries, Inc. Long-Term Incentive Award Agreement (October 29th, 2013)

On August 13, 2013, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Schnitzer Steel Industries, Inc. (the "Company") authorized and granted a performance-based award to _________________ ("Recipient") pursuant to Section 11 of the Company's 1993 Stock Incentive Plan (the "Plan"). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the "Code"). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.

Long Term Incentive Award Agreement (March 1st, 2013)

This Agreement is entered into as of February __, 2013, between Northwest Natural Gas Company, an Oregon corporation (the "Company"), and ____________ ("Recipient").

STANCORP FINANCIAL GROUP, INC. LONG-TERM INCENTIVE AWARD AGREEMENT ( Performance Period) (February 26th, 2013)

This Long-Term Incentive Award Agreement (this Agreement) is made effective as of February 11, 2013 between StanCorp Financial Group, Inc., an Oregon corporation (the Company) and (the Employee).

Oragenics, Inc. – [Form of LTIP Non-Employee Award Agreement Amendment] [Date] (February 15th, 2013)

This letter agreement (this Amendment) is made with reference to that certain Equity/Long-Term Incentive Award Agreement dated as of November 14, 2011 (the Award Agreement), each by and between Oragenics, Inc., a Florida corporation (the Company), and [ ] (the Director)].

LENNOX INTERNATIONAL INC. Long-Term Incentive Award Agreement (February 15th, 2013)

THIS AGREEMENT ("Agreement") is made as of December 6, 2012 (the "Award Date"), by and between Lennox International Inc., a Delaware corporation (the "Company"), and __________ ("Participant").

The Charles Schwab Corporation [2004 Stock Incentive Plan] Cash Long-Term Incentive Award Agreement (Performance-Based Vesting) (January 30th, 2013)

This Award will vest only if Schwabs Compensation Committee certifies that as of the applicable Vesting Date, Schwab has satisfied the Performance Goal for the applicable Performance Period (or in connection with a Change in Control, as explained below) ending prior to such Vesting Date. The Performance Goal shall be established by the Compensation Committee not later than the 90th day of the applicable Performance Period (or, in the event that a Performance Period is expected to be less than 12 months, not later than the date when 25% of the Performance Period has elapsed.

Schnitzer Steel Industries, Inc. Long-Term Incentive Award Agreement (January 8th, 2013)

On July 24, 2012, the Compensation Committee (the "Committee") of the Board of Directors (the "Board") of Schnitzer Steel Industries, Inc. (the "Company") authorized and granted a performance-based award to _________________ ("Recipient") pursuant to Section 11 of the Company's 1993 Stock Incentive Plan (the "Plan"). Compensation paid pursuant to the award is intended to qualify as performance-based compensation under Section 162(m) of the Internal Revenue Code of 1986 (the "Code"). By accepting this award, Recipient agrees to all of the terms and conditions of this Agreement.

Form of Amerisafe, Inc. 2012 Equity and Incentive Compensation Plan Long-Term Incentive Award Agreement (June 15th, 2012)

THIS LONG-TERM INCENTIVE AWARD AGREEMENT (this Agreement), dated as of (the Grant Date), is entered into by and between AMERISAFE, Inc., a Texas corporation (the Company), and (the Grantee). Where the context permits, references to the Company shall include any successor to the Company. Any capitalized term that is used, but not defined, in this Agreement shall have the meaning assigned to such term in the AMERISAFE, Inc. 2012 Equity and Incentive Compensation Plan (as amended from time to time, the Plan).