RENT-A-CENTER, INC.
FORM OF LONG-TERM INCENTIVE CASH AWARD
THIS
AGREEMENT, made as of the ___ day of ______, ___, by and between
Rent-A-Center, Inc. (the “Company”) and ______ (the
“Executive”), pursuant to the Amended and Restated
Rent-A-Center, Inc. Long-Term Incentive Plan (the
“Plan”).
1.
Long-Term Incentive Cash Award . Subject to the vesting and
other terms and conditions set forth in this Agreement, the Company
hereby grants to the Executive a cash award of $______, of which
$______ will be subject to adjustment pursuant to Exhibit A
(the “Award”) under the Plan.
2.
Provisions of the Plan Control . The provisions of the Plan,
the terms of which are incorporated in this Agreement, shall govern
if and to the extent that there are inconsistencies between those
provisions and the provisions of this Agreement. The Executive
acknowledges receipt of a copy of the Plan prior to the execution
of this Agreement.
(a)
General . Subject to the further provisions of this
Agreement and provided the Executive remains continuously employed
by the Company or a subsidiary of the Company through the
applicable anniversary dates or the end of said performance period,
the Executive’s right to receive payment of the Award shall
vest (if at all) with respect to:
(i) one-eighth
of the Award ($______) on each of the first four anniversaries of
the date of this Agreement;
(ii) one-quarter
of the Award ($______) on the third anniversary of the date of this
Agreement; and
(iii) the
balance of the Award ($______, subject to adjustment pursuant to
Exhibit A) at the end of the performance period described in
Exhibit A annexed to this Agreement, subject to the
Company’s attainment of the performance objectives specified
in said Exhibit A.
(b)
Accelerated Vesting . If, before the applicable vesting date
described in (a) above, the Executive’s employment with the
Company and its subsidiaries is terminated due to the
Executive’s death or “disability” (as defined
below), or there occurs a “change in Company ownership”
(as defined below), then the Executive’s right to receive
payment of the Award (to the extent not previously vested) will
become vested on the date of such termination of employment or
immediately prior to the consummation of the change in Company
ownership, as the case may be. Notwithstanding the preceding
sentence, vesting will not accelerate by reason of a change in
Company ownership unless the Executive remains in the continuous
employ of the Company or a subsidiary until the consummation of the
change in Company ownership or the Executive’s employment is
terminated sooner by the Company or a subsidiary in connection with
such change in Company ownership.
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