Kraft 2010 Annual Report Download - page 191
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December 21, 2010
Page 3 of 5
For purposes of this offer letter, "cause" means: 1) continued failure to substantially perform the job's duties (other than resulting from incapacity due to
disability); 2) gross negligence, dishonesty, or violation of any reasonable rule or regulation of the Company where the violation results in significant damage
to the Company; or 3) engaging in other conduct which materially adversely reflects on the Company.
The other terms and conditions set forth in Kraft's standard Stock Award Agreement will apply.
Perquisites
You will be eligible for a company car allowance equal to $15,000 per year under the executive perquisite policy. You will also be eligible for an annual
financial counseling allowance of $7,500. You may use any firm of your choosing and submit payments directly to the Company.
Stock Ownership Guidelines
You will be required to attain and hold Company stock equal in value to four times your base salary. You will have five years from your date of employment
to achieve this level of ownership. Stock held for ownership determination includes common stock held directly or indirectly, unvested restricted stock or
share equivalents held in the Company's 401(k) plan. It does not include unexercised stock option shares.
Other Benefits
Your offer includes Kraft's comprehensive benefits package available to full-time salaried employees. This benefits package is described in the enclosed Kraft
Benefits Summary brochure. You will be eligible for four weeks of vacation. In addition, you are eligible for ten designated holidays and two personal days.
You will be a U.S. employee of Kraft Foods and your employment status will be governed by and shall be construed in accordance with the laws of the
United States. As such, your status will be that of an "at will" employee. This means that either you or Kraft is free to terminate the employment relationship
at any time, for any reason.
If your employment with the Company ends due to an involuntary termination other than for cause, you will receive severance arrangements no less favorable
than those accorded recently terminated senior executives of the Company. The amount of any severance pay under such arrangements shall be paid in equal
installments at the regularly scheduled dates for payment of salary to Kraft executives and beginning within 30 days of your termination.
Section 409A of the Internal Revenue Code of 1986, as amended (the "Code")
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