Earthlink 2009 Annual Report Download - page 163

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such Corporate Performance Objectives have been achieved. The Bonus Awards payable under this Plan are intended to constitute Awards (as
defined therein) under the Company’s 2006 Equity and Cash Incentive Plan to the maximum extent possible. Accordingly, the Bonus Awards
hereunder also will be subject to the terms of the 2006 Equity and Cash Incentive Plan to the extent applicable. Any Bonus Awards or portions
thereof that do not constitute Awards (as defined therein) under such 2006 Equity and Cash Incentive Plan shall be deemed separate Bonus
Awards that are granted under this Plan but outside of the 2006 Equity and Cash Incentive Plan.
(d) Negative Discretion . Notwithstanding any other provision of the Plan, the Participant’s Performance Bonus may be
reduced, but not below zero (0), if the Participant’s individual performance for the Bonus Period falls below that expected of such Participant.
Management “subject to the approval of the Committee” may determine if any Participant’s Performance Bonus should be reduced to determine
the Participant’s Bonus Award as a result of the Participant’s failure to achieve required individual performance levels during the Bonus Period.
The Committee shall determine in its discretion whether any Performance Bonuses for Management Participants should be reduced to determine
the Participant’s Bonus Award for failure to achieve the desired individual performance levels during the Bonus Period. Any reduction of a
Participant’s Performance Bonus shall be at the sole and absolute discretion of the Committee.
6. PAYMENT OF AWARDS
6.1 Eligibility for Payment . Except as otherwise set forth in Sections 7.1 and 8.1 of this Plan or under any other agreement
between the Employer and the Participant or any other benefit plan of the Employer, Bonus Awards shall not be paid to any Participant who is
not employed by an Employer on the date the Distribution is to be made, and a Participant who terminates employment with all Employers shall
not be eligible to receive any Distribution for (i) the Bonus Period that includes such termination of employment, (ii) any prior Bonus Period to
the extent not paid before such termination of employment nor (iii) any future Bonus Periods.
6.2 Timing of Payment . Any Distribution to be paid for a Bonus Period shall be paid no later than the 15 day of the third
month following the end of the Bonus Period, except that (i) the amount of any Bonus Award payable to a Participant for the Bonus Period
beginning January 1, 2010 and ending June 30, 2010 that exceeds the Participant’s Target Aggregate Bonus for such Bonus Period shall be paid
at the time Distributions are to be made for the Bonus Period beginning July 1, 2010 and ending December 31, 2010 (subject to the provisions of
Section 6.1 above).
6.3 Payment of Award . The amount of the Bonus Award to be paid pursuant to this Section 6 to a Participant who is employed
by the Company shall be paid in one lump sum cash payment by the Company except that the Company, in its sole discretion, may elect to pay
part or all of the amount of any Bonus Award payable to such Participant for the Bonus Period that exceeds the Participant’s Target Aggregate
Bonus for such Bonus Period in shares of Common Stock in lieu of cash. The amount of the Bonus Award to be paid pursuant to this Section 6
to a Participant who is employed by an Affiliate shall be paid in one lump sum cash payment by the Affiliate that employs the Participant except
that the Affiliate, in its sole discretion, may elect to pay part or all of the amount of the Bonus Award payable to such Participant in shares of
Common
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