Kraft 2009 Annual Report Download - page 170

4. Successor to Company
This Plan shall bind any successor of the Company, its assets or its businesses (whether direct or indirect, by purchase, merger, consolidation or otherwise), in the
same manner and to the same extent that the Company or its Affiliates would be obligated under this Plan if no succession had taken place.
In the case of any transaction in which a successor would not by the foregoing provision or by operation of law be bound by this Plan, the Company shall require
such successor expressly and unconditionally to assume and agree to perform the Company’s or its Affiliates’ obligations under this Plan, in the same manner
and to the same extent that the Company would be required to perform if no such succession had taken place. The term “Company,” as used in this Plan, shall
mean the Company as hereinbefore defined and any successor or assignee to the business or assets which by reason hereof becomes bound by this Plan.
5. Duration, Amendment and Termination
5.1. Duration. This Plan shall remain in effect until terminated as provided in Section 5.2. Notwithstanding the foregoing, if a Change in Control occurs, this Plan
shall continue in full force and effect and shall not terminate or expire until after all Participants who become entitled to any payments or benefits hereunder shall
have received such payments or benefits in full.
5.2. Amendment and Termination. The Plan may be terminated or amended in any respect by resolution adopted by the Committee unless a Change in Control
has previously occurred. However, after the Board has knowledge of a possible transaction or event that if consummated would constitute a Change in Control,
this Plan may not be terminated or amended in any manner which would adversely affect the rights or potential rights of Participants, unless and until the Board
has determined that all transactions or events that, if consummated, would constitute a Change in Control have been abandoned and will not be consummated,
and, provided that, the Board does not have knowledge of other transactions or events that, if consummated, would constitute a Change in Control. If a Change in
Control occurs, the Plan shall no longer be subject to amendment, change, substitution, deletion, revocation or termination in any respect that adversely affects
the rights of Participants, and no Participant shall be removed from Plan participation.
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Source: KRAFT FOODS INC, 10-K, February 25, 2010 Powered by Morningstar® Document Research℠