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These excerpts taken from the WYN 8-K filed Jul 19, 2006. PERIOD OF EMPLOYMENT The period of the Executives employment under this Agreement (the Period of Employment) shall begin on the Effective Date and shall end on the third anniversary of the Effective Date, subject to earlier termination as provided in this Agreement. No later than 180 days prior to the expiration of the Period of Employment, the Company and the Executive will commence a good faith negotiation regarding extending the Period of Employment; provided that neither party hereto shall have any obligation hereunder or otherwise to consummate any such extension or any new agreement relating to the Executives employment with the Company. SECTION IV PERIOD OF EMPLOYMENT The period of the Executives employment under this Agreement (the Period of Employment) shall begin on the Effective Date and shall end on the third anniversary of the Effective Date, subject to earlier termination as provided in this Agreement. No later than 180 days prior to the expiration of the Period of Employment, the Company and the Executive will commence a good faith negotiation regarding extending the Period of Employment; provided, that, neither party hereto shall have any obligation hereunder or otherwise to consummate any such extension or any new agreement relating to the Executives employment with the Company. SECTION IV PERIOD OF EMPLOYMENT The period of the Executives employment under this Agreement will commence upon and subject to the Effective Date and end on the third anniversary of the Effective Date, subject to earlier termination as provided herein (the Period of Employment). Effective upon the Effective Date, the Executive will no longer be an employee of Cendant or any of its affiliates. SECTION IV PERIOD OF EMPLOYMENT The period of the Executives employment under this Agreement (the Period of Employment) shall begin on the Effective Date and shall end on the third anniversary of the Effective Date, subject to earlier termination as provided in this Agreement. No later than 180 days prior to the expiration of the Period of Employment, the Company and the Executive will commence a good faith negotiation regarding extending the Period of Employment; provided, that, neither party hereto shall have any obligation hereunder or otherwise to consummate any such extension or any new agreement relating to the Executives employment with the Company. SECTION IV COMPENSATION AND BENEFITS For all services rendered by the Executive pursuant to this Agreement during the Period of Employment, including services as an executive officer, director or committee member of the Company or any subsidiary or affiliate of the Company, the Executive shall be compensated as follows:
The Company shall initially pay the Executive a fixed base salary (Base Salary) of not less than $550,000, per annum, and thereafter the Executive shall be eligible to receive annual increases as the Company deems appropriate, in accordance with its customary procedures regarding salaries of senior officers. Base Salary shall be payable according to the customary payroll practices of the Company, but in no event less frequently than once each month.
The Executive will be eligible for discretionary annual incentive compensation awards; provided, that the Executive will be eligible to earn an annual bonus for each fiscal year of the Company during the Period of Employment based upon a target bonus equal to 100% of Base Salary earned during each such year, subject to the Companys attainment of applicable performance targets established and certified by the Compensation Committee (the Committee) of the Companys
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Board of Directors, including, if approved by the Committee, performance and bonus targets relating to the attainment of above-target performance (each such annual bonus, an Incentive Compensation Award). The Executives bonus targets relating to Incentive Compensation Awards will be established by the Company based upon financial performance targets substantially equivalent to those applicable to other comparable senior executive officers (excluding the Supervising Officer).
Upon the Effective Date, the Company shall grant the Executive one or more long-term incentive equity awards with an aggregate grant date value equal to $3 million (the Initial Grant). The Initial Grant shall vest as determined by the Company, including with respect to any performance-based conditions applicable to vesting, in its sole and absolute discretion, and shall be subject to the terms and conditions of the Companys 2006 Equity and Incentive Plan and the applicable agreement evidencing such award as determined by the Company. Thereafter, the Executive shall be eligible for long term incentive awards as determined by the Company, and the Executive will participate in such grants at a target compensation level commensurate with his position as a senior executive officer of the Company. For purposes of this Agreement, awards described in this paragraph are referred to as Long Term Incentive Awards.
The Executive shall be entitled to participate in all other compensation and employee benefit plans or programs and receive all benefits and perquisites for which salaried employees of the Company generally are eligible under any plan or program now in effect, or later established by the Company, on the same basis as most similarly situated senior executives of the Company with comparable duties and responsibilities. The Executive shall participate to the extent permissible under the terms and provisions of such plans or programs, and in accordance with the terms of such plans and program. SECTION V | EXCERPTS ON THIS PAGE:
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