Exhibit 10.1
ARLINGTON TANKERS LTD.
2007 BONUS PLAN
(As Amended on August 17, 2007)
1.
Purpose . The purpose of this
Bonus Plan (this “Plan”) is to retain and to provide an
incentive for the executive officers of Arlington Tankers Ltd., a
Bermuda corporation (the “Company”).
2.
Period Covered by Plan . This
Plan shall cover the fiscal year ending December 31,
2007.
3.
Eligibility . The co-chief
executive officers of the Company as of the date of the adoption of
this Plan are eligible to participate in the Plan (each a
“Participant”). In order to be eligible to receive any
bonus payments under this Plan, as described in Exhibit A ,
the Participant must be employed by the Company as of
December 31, 2007 (the “Determination
Date”).
4.
Bonus Payments . In the
event that the Company achieves an objective set forth on
Exhibit A attached hereto, each Participant shall be
eligible to receive the bonus payment set forth opposite such
objective consistent with the terms set forth in this Plan. The
bonus amounts set forth on Exhibit A are cumulative,
meaning that each Participant shall be eligible to receive the
bonus payment for each objective achieved, it being understood that
(1) the Qualified Transaction Bonus Payment would be paid only
once, even if more than one Qualified Transaction is completed
during 2007; and (2) the Other Approved Transaction Objective
may be satisfied whether or not any Qualified Transactions are
completed during 2007. If, prior to the time that all
Reconfirmation Payments shall have been paid, a Participant’s
employment with the Company is terminated in circumstances that
would entitle such Participant to compensation under
Section 4.2 of such Participant’s Executive Change in
Control Agreement, dated as of October 24, 2005 (a
“Change in Control Agreement”), then, in addition to
any other payments to which such Participant would be entitled
under such Change in Control Agreement, such Participant shall be
eligible to receive accelerated payment of any such unpaid
Reconfirmation Payments.
5.
Withholding Taxes . The
Company may deduct from any payment otherwise due to Participants
under this Plan any amount required to be withheld by the Company
under applicable federal, state, and local or other income and
employment tax withholding laws and regulations. If the Company
elects not to or cannot withhold such amounts from payments due to
a Participant, each Participant must pay the Company the full
amount, if any, required for withholding.
6.
Non-Assignability . No
Participant shall have the power or right to transfer, assign,
mortgage, or otherwise encumber his interest under this Plan; nor
shall such interest be subject to seizure for the payment of a
Participant’s debts, judgments, alimony, or separate
maintenance or be transferable by operation of law in the event of
a Participant’s bankruptcy, insolvency, divorce or
separation. This Plan shall be binding upon and shall inure to the
benefit of the Company and its successors and assigns.
7.
Amendment and Termination
of this Plan . The Compensation Committee may amend or
terminate this Plan or any portion thereof at any time.
8.
Administration . This Plan
shall be administered by the Compensation Committee of the
Company’s Board of Directors. The Compensation Committee
shall have authority to adopt, amend and repeal such administrative
rules, guidelines and practices relating to this Plan as it shall
deem advisable. The Compensation Committee shall have broad
discretion to construe and interpret the terms of this Plan, to
make adjustments or amendments to this Plan, and to make
determinations as to whether the criteria for bonus payments have
been satisfied. All decisions by the Compensation Committee shall
be made in the Compensation Committee’s sole discretion and
shall be final and binding on all Participants and all persons
having or claiming any interest in this Plan. N
