Kraft 2008 Annual Report Download - page 112

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(o) The Option is designated as not constituting an Incentive Stock Option. This Agreement shall be interpreted and treated consistently with such
designation.
11. Interpretation. The terms and provisions of the Plan (a copy of which will be furnished to the Optionee upon written request to the Office of the
Secretary, Kraft Foods Inc., Three Lakes Drive, Northfield, Illinois 60093) are incorporated herein by reference. To the extent any provision in this Agreement is
inconsistent or in conflict with any term or provision of the Plan, the Plan shall govern. The Committee shall have the right to resolve all questions which may
arise in connection with the Award or this Agreement, including whether an Optionee is no longer actively employed and any interpretation, determination or
other action made or taken by the Committee regarding the Plan or this Agreement shall be final, binding and conclusive.
12. Miscellaneous Definitions. For the purposes of this Agreement, the term “Disability” means permanent and total disability as determined under the
procedures established by the Company for purposes of the Plan and the term “Retirement” means retirement from active employment under a pension plan of
the Kraft Group, or under an employment contract with any member of the Kraft Group, under circumstances which the Committee, in its sole discretion, deems
equivalent to retirement. As used herein, “Kraft Group” means Kraft Foods Inc. and each of its subsidiaries and affiliates. For purposes of this Agreement, (x) a
“subsidiary” includes only any company in which the applicable entity, directly or indirectly, has a beneficial ownership interest of greater than 50 percent and
(y) an ”affiliate” includes only any company that (A) has a beneficial ownership interest, directly or indirectly, in the applicable entity of greater than 50 percent
or (B) is under common control with the applicable entity through a parent company that, directly or indirectly, has a beneficial ownership interest of greater than
50 percent in both the applicable entity and the affiliate.
13. Electronic Delivery. The Company may, in its sole discretion, decide to deliver any documents related to the Option granted under, and the Optionee’s
participation in, the Plan or future options that may be granted under the Plan by electronic means or to request the Optionee’s consent to participate in the Plan
by electronic means. The Optionee hereby consents to receive such documents by electronic delivery and, if requested, to agree to participate in the Plan through
any on-line or electronic system established and maintained by the Company or another third party designated by the Company.
14. Agreement Severable. The provisions of this Agreement are severable and if any one or more provisions are determined to be illegal or otherwise
unenforceable, in whole or in part, the remaining provisions shall nevertheless be binding and enforceable.
15. Headings. Headings of paragraphs and sections used in this Agreement are for convenience only and are not part of this Agreement, and must not be
used in construing it.
IN WITNESS WHEREOF, this Non-Qualified Stock Option Award Agreement has been granted as of February 4, 2008.
Kraft Foods Inc.
By: /S/ CAROL J. WARD
Carol J. Ward
Vice President and Corporate Secretary
5
Source: KRAFT FOODS INC, 10-K, February 25, 2008 Powered by Morningstar® Document Research℠