Earthlink 2009 Annual Report Download - page 129
Download and view the complete annual report
Please find page 129 of the 2009 Earthlink 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.-
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 -
130 -
131 -
132 -
133 -
134 -
135 -
136 -
137 -
138 -
139 -
140
-
141
-
142
-
143
-
144
-
145
-
146
-
147
-
148
-
149
-
150
-
151
-
152
-
153
-
154
-
155
-
156
-
157
-
158
-
159
-
160
-
161
-
162
-
163
-
164
-
165
-
166
-
167
-
168
-
169
-
170
-
171
-
172
-
173
-
174
-
175
 |
 |
Exhibit 10.29
EARTHLINK, INC.
AMENDED AND RESTATED
CHANGE-IN-CONTROL ACCELERATED VESTING
AND SEVERANCE PLAN
THIS EARTHLINK, INC. AMENDED AND RESTATED CHANGE-IN-CONTROL ACCELERATED VESTING AND
SEVERANCE PLAN (this “Plan”), of EarthLink, Inc., a Delaware corporation (“Employer”),
and its Affiliates (as defined below) for the benefit
of the eligible employees described herein, is effective as of the 3 day of February, 2010. This Plan replaces and supersedes the terms of the
Plan as in effect prior to this amendment and restatement.
WITNESSETH:
WHEREAS, the Employees (as defined below) are currently employed by Employer or an Affiliate (as defined below); and
WHEREAS, Employer and its Affiliates previously established the Plan to provide certain security to the Employees in connection with
their employment with the Employer or an Affiliate in the event of a Change in Control of the Employer (as defined below); and
WHEREAS, in Section 14 of the Plan, Employer generally reserved the right to amend the Plan from time to time, and in Section 17 of
the Plan the Employer reserved specifically the right to amend the Plan as appropriate to address Section 409A of the Code (as defined below);
and
WHEREAS, the Employer now desires to amend and restate the Plan to clarify certain provisions under Section 409A of the Code.
NOW, THEREFORE, Employer and its Affiliates hereby amend and restate the Plan as set forth below.
1.
Definitions .
For purposes of this Plan:
(a) “ Affiliate ”
means any entity with whom the Employer would be considered a single employer under Code Sections 414(b) or
414(c) (except that, for purposes of determining whether a Termination of Employment has occurred, the language “at least 50%” shall be
substituted for “at least 80%” each place it appears therein).
(b) “ Beneficial Ownership ” means beneficial ownership as that term is used in Rule 13d-
3 promulgated under the Exchange Act.
(c) “ Beneficiary ”
shall mean the person or entity an Employee designates, by written instrument delivered to the Employer or an
Affiliate, to receive the benefits payable under this
rd