Common use of Long-Term Incentive Plans Clause in Contracts

Long-Term Incentive Plans. At the Effective Time, Horizon shall assume those certain Long-Term Incentive Plans with Xxxxx X. Xxxx and Xxxx X. Xxxxxxxx (collectively, the “LTIPs”) and the timing and amount of the payments thereunder will be made in accordance with the LTIP plan documents and election forms, as detailed in Section 5.19 of the WBKC Disclosure Schedule. WBKC agrees to amend the LTIPs effective as soon as administratively feasible after the date of this Agreement to: (i) delete the provisions which permit the election of subsequent voluntary deferral periods (including the subsequent deferral of any installment payments); (ii) prohibit WBKC, Horizon or any affiliate or successor from terminating the LTIPs and/or accelerate the timing of payments thereunder without participant consent; and (iii) permit current LTIP owners to make deemed investment elections for amounts payable under the LTIPs (with the investment options of cash or Horizon common stock), including amounts previously credited to the Stock Units Accounts under the LTIPs (subject to the ability of Horizon to override the investment elections at its sole discretion). Horizon and WBKC agree that all amounts payable under the LTIPs as of the Closing Date will be maintained by Horizon or any affiliate or successor in a separate irrevocable grantor trust (which shall meet the requirements of Internal Revenue Service Revenue Procedure 92-65, as amended or superseded from time to time), the trustee of which grantor trust shall be determined by Horizon at the Effective Time, and all payments due under such LTIPs will be made from such trust in accordance with the LTIPs and applicable election forms, provided that the current owners of the LTIPs shall be provided the opportunity to make deemed investment elections applicable to amounts payable under the LTIPs following the completion of the Merger.

Long-Term Incentive Plans. At For purposes of the Effective Time, Horizon shall assume those certain Long-AIG Long Term Incentive Plans with Xxxxx X. Xxxx Plan (“LTIP”), Employee’s termination will be considered a termination without Cause (as defined in the LTIP) as of the Termination Date, and Xxxx X. Xxxxxxxx Employee shall retain any rights that Employee may have under the LTIP for payment of awards under a termination without Cause. [Insert as applicable based on Employee’s outstanding LTIP awards: Employee was approved for a grant under the 2013 AIG LTIP of Performance Share Units (collectively“PSUs”). Under the termination rules of the 2013 AIG LTIP, if a participant is terminated without Cause, the “LTIPs”) and grant will immediately vest. After the timing and amount end of the payments thereunder 2013-2015 performance period, the CMRC will approve an earnout percentage (between 0-150%) that applies to the grant made to each participant. The final performance percentage approved by the CMRC will be made applied to Employee’s target grant. Employee’s performance-adjusted PSUs will be delivered in three tranches, in AIG stock (although the Company reserves the right to pay in cash), at the normal delivery dates, in accordance with the LTIP plan documents and election forms, as detailed in Section 5.19 terms of the WBKC Disclosure ScheduleLTIP and the award agreement governing the grant. WBKC agrees to amend the LTIPs effective as soon as administratively feasible after the date of this Agreement to: (i) delete the provisions which permit the election of subsequent voluntary deferral periods (including the subsequent deferral of any installment payments); (ii) prohibit WBKC, Horizon or any affiliate or successor from terminating the LTIPs and/or accelerate the timing of payments thereunder without participant consent; and (iii) permit current LTIP owners to make deemed investment elections Employee was approved for amounts payable a 2014 LTI grant under the LTIPs 2013 AIG LTIP of PSUs. After the end of the 2014-2016 performance period, the CMRC will approve an earnout percentage (between 0-150%) that applies to the grant made to each participant. The final performance percentage approved by the CMRC will be applied to Employee’s target grant. Employee’s performance-adjusted PSUs will be delivered in three tranches, in AIG stock (although the Company reserves the right to pay in cash), at the normal delivery dates, in accordance with the investment options terms of cash or Horizon common stockthe LTIP and the award agreement governing the grant. Employee was approved for a 2015 LTI grant under the 2013 AIG LTIP of PSUs. After the end of the 2015-2017 performance period, the CMRC will approve an earnout percentage (between 0-150%) that applies to the grant made to each participant. The final performance percentage approved by the CMRC will be applied to Employee’s target grant. Employee’s performance-adjusted PSUs will be delivered in three tranches, in AIG stock (although the Company reserves the right to pay in cash), including amounts previously credited at the normal delivery dates, in accordance with the terms of the LTIP and the award agreement governing the grant.] The next scheduled LTIP award payout for each LTIP grant, if any, may be reduced by the FICA and Medicare withholdings required in connection with all remaining awards under that particular LTIP grant, to the Stock Units Accounts under extent required by the LTIPs (US Tax Code. Any long term incentive compensation paid to Employee is subject to the ability of Horizon to override the investment elections at its sole discretion). Horizon and WBKC agree that all amounts payable under the LTIPs as of the Closing Date will be maintained by Horizon or any affiliate or successor in a separate irrevocable grantor trust (which shall meet the requirements of Internal Revenue Service Revenue Procedure 92-65, AIG Clawback Policy as amended or superseded from time to time), the trustee of which grantor trust shall be determined by Horizon at the Effective Time, and all payments due under such LTIPs will be made from such trust in accordance with the LTIPs and applicable election forms, provided that the current owners of the LTIPs shall be provided the opportunity to make deemed investment elections applicable to amounts payable under the LTIPs following the completion of the Merger.

Long-Term Incentive Plans. At For purposes of the Effective Time, Horizon shall assume those certain Long-AIG Long Term Incentive Plans with Xxxxx X. Xxxx Plan (“LTIP”), Employee’s termination will be considered a termination without Cause (as defined in the LTIP) as of the Termination Date, and Xxxx X. Xxxxxxxx Employee shall retain any rights that Employee may have under the LTIP for payment of awards under a termination without Cause. Employee was approved for a grant under the 2013 AIG LTIP of Performance Share Units (collectively“PSUs”). Under the termination rules of the 2013 AIG LTIP, if a participant is terminated without Cause, the “LTIPs”) and grant will immediately vest. After the timing and amount end of the payments thereunder 2013-2015 performance period, the CMRC will approve an earnout percentage (between 0-150%) that applies to the grant made to each participant. The final performance percentage approved by the CMRC will be made applied to Employee’s target grant. Employee’s performance-adjusted PSUs will be delivered in three tranches, in AIG stock (although the Company reserves the right to pay in cash), at the normal delivery dates, in accordance with the LTIP plan documents and election forms, as detailed in Section 5.19 terms of the WBKC Disclosure ScheduleLTIP. WBKC agrees to amend the LTIPs effective as soon as administratively feasible after the date of this Agreement to: (i) delete the provisions which permit the election of subsequent voluntary deferral periods (including the subsequent deferral of any installment payments); (ii) prohibit WBKC, Horizon or any affiliate or successor from terminating the LTIPs and/or accelerate the timing of payments thereunder without participant consent; and (iii) permit current LTIP owners to make deemed investment elections Employee was approved for amounts payable a 2014 LTI grant under the LTIPs 2013 AIG LTIP of PSUs. After the end of the 2014-2016 performance period, the CMRC will approve an earnout percentage (between 0-150%) that applies to the grant made to each participant. The final performance percentage approved by the CMRC will be applied to Employee’s target grant. Employee’s performance-adjusted PSUs will be delivered in three tranches, in AIG stock (although the Company reserves the right to pay in cash), at the normal delivery dates, in accordance with the investment options terms of cash or Horizon common stock)the LTIP. As required by the US Tax Code, including amounts previously credited the next scheduled LTIP award payout for each LTIP grant, if any, will be reduced by the FICA and Medicare withholdings required in connection with all remaining awards under that particular LTIP grant. Any long term incentive compensation paid to the Stock Units Accounts under the LTIPs (Employee is subject to the ability of Horizon to override the investment elections at its sole discretion). Horizon and WBKC agree that all amounts payable under the LTIPs as of the Closing Date will be maintained by Horizon or any affiliate or successor in a separate irrevocable grantor trust (which shall meet the requirements of Internal Revenue Service Revenue Procedure 92-65, AIG Clawback Policy as amended or superseded from time to time), the trustee of which grantor trust shall be determined by Horizon at the Effective Time, and all payments due under such LTIPs will be made from such trust in accordance with the LTIPs and applicable election forms, provided that the current owners of the LTIPs shall be provided the opportunity to make deemed investment elections applicable to amounts payable under the LTIPs following the completion of the Merger.

Long-Term Incentive Plans. At For purposes of the Effective Time, Horizon shall assume those certain Long-AIG Long Term Incentive Plans with Xxxxx X. Xxxx (“LTIP”), Employee’s termination will be considered a termination without Cause (as defined in the LTIP) as of the Termination Date, and Xxxx X. Xxxxxxxx (collectivelyEmployee shall retain any rights that Employee may have under the LTIP for payment of awards under a termination without Cause. All of the Employee’s long-term incentive awards have been granted under the LTIP. Under the termination rules of the LTIP, if a participant is terminated without Cause, the grant will immediately vest. Employee’s outstanding LTI awards under the LTIP are fully vested. Employee’s earned Performance Share Units (“LTIPsPSUs”) ), and the timing and amount of the payments thereunder RSUs will be made delivered at the normal delivery dates, in accordance with the terms of the LTIP plan documents and election formsthe award agreements governing the grants, as detailed in Section 5.19 applicable. Stock Options, if any, are fully vested and will remain exercisable for three years following Employee’s date of termination. Employee was approved for a 2017 continuity award grant under the LTIP of RSUs (“Continuity RSUs”). Under the termination rules of the WBKC Disclosure Scheduleaward agreement governing the grant, if a participant is terminated without Cause, the grant will immediately vest and become payable. WBKC agrees Employee’s Continuity RSUs will be delivered in one tranche, in AIG stock (although the Company reserves the right to amend the LTIPs effective pay in cash), as soon as administratively feasible after practicable following the date of this Agreement to: (i) delete the provisions which permit the election of subsequent voluntary deferral periods Effective Date. The Company is required to withhold FICA taxes (including Social Security and Medicare taxes) for US employees within the subsequent deferral calendar year that the RSU and/or PSU awards are earned and vested, even though these awards may have not yet been delivered. Subject to and in accordance with Section 409A of any installment payments); (ii) prohibit WBKCthe Code, Horizon or any affiliate or successor AIG will withhold shares from terminating Employee’s outstanding earned and vested LTI awards to cover Employee’s FICA tax obligation for these awards. This withholding will cover the LTIPs and/or accelerate the timing of payments thereunder without participant consent; full FICA obligation related to these awards, and (iii) permit current LTIP owners no further FICA will be withheld once these shares are subsequently delivered to make deemed investment elections for amounts payable under the LTIPs (with the investment options of cash or Horizon common stock), including amounts previously credited Employee. Any long term incentive compensation paid to the Stock Units Accounts under the LTIPs (Employee is subject to the ability of Horizon to override AIG Clawback Policy in effect on the investment elections at its sole discretion). Horizon and WBKC agree that all amounts payable under the LTIPs as of the Closing Date will be maintained by Horizon or any affiliate or successor in a separate irrevocable grantor trust (which shall meet the requirements of Internal Revenue Service Revenue Procedure 92-65, as amended or superseded from time to time), the trustee of which grantor trust shall be determined by Horizon at the Effective Time, and all payments due under such LTIPs will be made from such trust in accordance with the LTIPs and applicable election forms, provided that the current owners of the LTIPs shall be provided the opportunity to make deemed investment elections applicable to amounts payable under the LTIPs following the completion of the Mergerdate hereof.