Kraft 2008 Annual Report Download - page 108

Download and view the complete annual report

Please find page 108 of the 2008 Kraft annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 129

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108
  • 109
  • 110
  • 111
  • 112
  • 113
  • 114
  • 115
  • 116
  • 117
  • 118
  • 119
  • 120
  • 121
  • 122
  • 123
  • 124
  • 125
  • 126
  • 127
  • 128
  • 129

Exhibit 10.10
KRAFT FOODS INC.
2005 PERFORMANCE INCENTIVE PLAN
NON-QUALIFIED US STOCK OPTION AWARD AGREEMENT
KRAFT FOODS INC. (the “Company”), a Virginia corporation, hereby grants to the employee identified in the Award Statement (the “Optionee”
identified in the “Award Statement”) and attached hereto under the Kraft Foods Inc. 2005 Performance Incentive Plan (the “Plan”) a non-qualified stock option
(the “Option”). The Option entitles the Optionee to exercise up to the aggregate number of shares set forth in the Award Statement (the “Option Shares”) of the
Company’s Common Stock, at the Grant Price per share set forth in the Award Statement (the “Grant Price”). Capitalized terms not otherwise defined in this
Non-Qualified US Stock Option Award Agreement (the “Agreement”) shall have the meaning set forth in the Plan. The Option is subject to the following terms
and conditions:
1. Vesting. Prior to the satisfaction of the Vesting Requirements set forth in the Schedule in the Award Statement (the “Schedule”), the Option Shares may
not be exercised except as provided in paragraph 2 below.
2. Vesting Upon Termination of Employment. In the event of the termination of the Optionee's employment with the Kraft Group (as defined below in
paragraph 12) prior to satisfaction of the Vesting Requirements other than by death, Disability (as defined below in paragraph 12) Retirement (as defined below
in paragraph 12) or as otherwise determined by (or pursuant to authority granted by) the Committee administering the Plan, this Option shall not be exercisable
with respect to any of the Option Shares set forth in the Award Statement. If death or Disability of the Optionee occurs prior to satisfaction of the Vesting
Requirements, this Option shall become immediately exercisable for 100% of the Option Shares set forth in the Award Statement. For purposes of this
Agreement, if Retirement of the Optionee occurs prior to the satisfaction of the Vesting Requirements, the Option Shares shall continue to become exercisable as
set forth on the Schedule as if such Optionee’s employment had not terminated.
3. Exercisability Upon Termination of Employment. During the period commencing on the first date that the Vesting Requirements are satisfied (or, such
earlier date determined in accordance with Paragraph 2) until and including the Expiration Date set forth in the Schedule, this Option may be exercised in whole
or in part with respect to such Option Shares, subject to the following provisions:
(a) In the event that the Optionee’s employment is terminated by reason of death, Disability, or Retirement, such Option Shares may be exercised on
or prior to the Expiration Date;
(b) If employment is terminated by the Optionee (other than by Disability or Retirement), such Option Shares may be exercised for a period of 30
days from the effective date of termination;
(c) If, other than by Disability or Retirement, the Optionee’s employment is terminated by the Company, a subsidiary or affiliate without cause, such
Option Shares may be exercised for a period of 12 months following such termination; provided, however, if the Optionee shall die within such 12-month period,
such Option Shares may be exercised for a period of 12 months from the date of death of the Optionee; and
(d) If the Optionee’s employment is involuntarily suspended or terminated for cause, no Option Shares may be exercised during the period of
suspension, or following such termination of employment.
1
Source: KRAFT FOODS INC, 10-K, February 25, 2008 Powered by Morningstar® Document Research℠