Delta Airlines 2002 Annual Report Download - page 67

Section 3.02. Incentive Compensation Awards. (a) With respect to each
Fiscal Year beginning with the Fiscal Year ending December 31, 2002 during
which Executive is employed hereunder, Executive shall be eligible to receive in
addition to his Base Salary an annual incentive compensation award (the "Annual
Award") for services rendered during such Fiscal Year, subject to the terms and
conditions of the Company's annual incentive compensation plan as in effect from
time to time. The amount of the Annual Award, if any, with respect to any Fiscal
Year shall be based upon performance targets and award levels determined by the
Compensation Committee in its sole discretion, in accordance with the Company's
annual incentive compensation plan as in effect from time to time; provided that
for each Fiscal Year ending after December 31, 2002 the award levels with
respect to Executive shall be established in such a manner as to provide
Executive with the opportunity to earn an award of at least 150% of his Base
Salary for such Fiscal Year, assuming performance at a target level, with a
maximum award opportunity of 300% of Base Salary for such Fiscal Year; provided,
further, however that the Annual Award shall in no event exceed the applicable
award limit under the governing shareholder approved incentive compensation
plan.
(b) In addition to the Annual Awards described above, Executive shall be
eligible to receive such additional bonuses as may be awarded by the
Compensation Committee in its sole discretion.
Section 3.03. Employee Benefits. While Executive is employed by the
Company hereunder, Executive (and, to the extent applicable, his eligible family
members, as defined in the applicable plan or policy) shall be entitled to
participate (or to receive benefits equivalent to such participation), on terms
no less favorable than the terms offered to other senior executives of the
Company, in any group and/or executive life, hospitalization or disability
insurance plan, health program, vacation policy, pension, profit sharing, ESOP,
401(k) and similar benefit plans (qualified, non-qualified and supplemental) and
other fringe benefits of the Company, including free and reduced-rate travel,
automobile allowance, club memberships and dues, and similar programs, as in
effect from time to time.
Section 3.04. Supplemental Pension Benefits. Executive shall be entitled
to receive from the Company the supplemental retirement benefit (the
"Supplemental Retirement Benefit") under and in accordance with the terms of the
Excess Benefit Agreement dated as of March 15, 2002 by and between the Company
and Executive, as the same may be amended by the parties from time to time (the
"Excess Benefit Agreement").
Section 3.05. Business Expenses. The Company shall reimburse promptly
such of Executive's travel, entertainment and other business expenses as are
reasonably and necessarily incurred by Executive in the performance of his
duties while
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