Carnival Cruises 2012 Annual Report Download - page 65

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Exhibit 10.53
AMENDED AND RESTATED
CARNIVAL CORPORATION & PLC
MANAGEMENT INCENTIVE PLAN FOR THE CEO, COO AND CFO
1. OBJECTIVE
This Carnival Corporation & plc Management Incentive Plan for the CEO, COO and CFO (the “ Plan”) is designed to focus the attention of the Chief
Executive Officer (CEO”), the Chief Operating Officer (“COO”) and the Chief Financial Officer (CFO”) of Carnival Corporation & plc (the
Corporation”) on achieving outstanding performance results as reflected in the operating income of the Corporation, as well as other relevant measures.
2. PLAN ADMINISTRATION
The administrators of the Plan are the Compensation Committees of the Boards of Directors of the Corporation (the “ Committees”). The Committees shall
have sole discretion in resolving any questions regarding the administration or terms of the Plan not addressed in this document, as well as in resolving any
ambiguities that may exist in this document.
3. PLAN YEAR
The “Plan Yearshall be the 12-month period ending November 30 of each year.
4. PARTICIPATION
The CEO, COO and CFO of the Corporation shall be eligible to participate in the Plan. In their discretion, the Committees may select other employees to
participate in the Plan or establish separate criteria to determine the bonus of specified employees.
Persons who commence employment or are promoted to the status of a CEO, COO or CFO following the beginning of the Plan Year may, with the approval of
the Committees, be allowed to participate in the Plan.
In order to receive a cash bonus under the Plan, a participant must be employed by the Corporation or one of its subsidiaries on the day the bonus is paid;
provided, however, that if a participant is on a leave of absence that does not meet the requirements of The Family and Medical Leave Act of 1993 on the day
the bonus is paid to the other participants, such bonus shall not be payable until the participant returns to active duty. The only exceptions to this requirement
are for participants whose employment is terminated prior to the day the bonus is paid as the result of death, disability or Retirement (“ Early Termination
Employees”) or for other circumstances approved by the Committees on a case-by-case basis. If employment is terminated by reason of death, disability or
Retirement, a participant or his/her estate will receive a pro-rata bonus based on the portion of the Plan Year the participant was employed. For purposes of this
section, “Retirement” means a termination of employment by a participant (A) on or after the earlier of (i) age 65 with at least five years of employment with
Carnival Corporation, Carnival plc or any successor thereto and/or their subsidiaries or (ii) age 60 with at least 15 years of employment with Carnival
Corporation, Carnival plc or any successor thereto and/or their subsidiaries or (B) who, as of December 31, 2012, had both reached the age 55 and