Delta Airlines 2014 Annual Report Download - page 447

(v) Military Leave.
In the event that at any time during 2015 a Participant is on a Military Leave of Absence, his or her
Annual Base Salary shall be equal to the aggregate annual base salary the Participant received from Delta during 2015 plus any
amount of base salary such Participant would have received had he or she been actively employed by Delta in any corresponding
MIP-eligible position during such leave. “Military Leave of Absence ” means a Participant’
s absence from his or her position of
employment at any time during 2015 because of service in the uniformed services, as defined under the Uniformed Services
Employment and Reemployment Rights Act of 1994, as amended (“ USERRA ”); provided,
that a Participant must provide the
Company appropriate evidence that his or her absence was due to service in the uniformed services and the period of such
service in order to be considered to be on a Military Leave of Absence for purposes of the MIP. For purposes of the MIP, any
Participant who is absent due to military service (according to Delta’
s records) as of December 31, 2015 and has been on such
leave for a cumulative period (during the period he or she has been employed by Delta) of five years or less, will be presumed to
be on a Military Leave of Absence. Any Participant who is similarly absent due to military service (based on Delta’
s records)
and who has been on such leave for a period of more than five years will not be considered to be on a Military Leave of Absence
until he or she provides appropriate evidence that he or she is entitled to an exception to the five-
year limit on uniformed service
as set forth in USERRA.
9. Treatment of Payments Under Benefit Plans or Programs
. MIP payments, which for an Executive Officer Participant who
receives MIP Restricted Stock means the amount of the payout to the Executive Officer Participant under the MIP had the payout been
made in cash, will be considered as earnings under any benefit plan or program sponsored by Delta only to the extent such payments are
included as earnings under the terms of the specific plan or program; provided , however
, that any MIP payment made to an Executive
Officer Participant in MIP Restricted Stock will be considered as earnings only for purposes of the Company’
s restoration payment
program, as in effect from time to time. If such payments are included, unless otherwise provided in such plan or program, participants
will be eligible to contribute amounts paid under the MIP into such plans in the same manner and to the same extent as their ordinary
compensation and any amounts so contributed will be subject to any applicable Company contributions and/or matches. Notwithstanding
anything to the contrary in this Section 9 and except as otherwise provided under the terms of any defined contribution plan sponsored by
the Company, any MIP payment received in connection with a Termination of Employment shall not be considered earnings under any
benefit plan or program sponsored by Delta.
10. Effective Date. The MIP will become effective as of January 1, 2015; provided however,
if on or before the date the Committee
adopts the MIP any employee who would otherwise have participated in the MIP is informed that his or her employment will be
terminated by the Company without Cause, any severance such employee is entitled to receive will be calculated based on the 2014
Management Incentive Plan as in effect as of December 31, 2014.
11. Amendment.
Except as otherwise expressly set forth in this Section and Section 14, the terms of Section 14 of the 2007 Plan shall
apply to any amendment or termination of the MIP. In addition, the terms applicable to any Participant will be subject in their entirety to
the terms of any offer letter or other document to which the Participant has agreed. The terms of such offer letter or other document, if
contrary to the terms of the MIP, shall govern the rights of the corresponding Participant.
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