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Exhibit 10.1
RETENTION AWARD AGREEMENT
RETENTION
AWARD AGREEMENT dated as of July 7, 2008, between
Cabela’s Incorporated, a Delaware corporation (the
“Company”), and
[ ] an employee
of the Company (the “Executive”).
WITNESSETH:
WHEREAS,
on July 7, 2008, the Compensation Committee of the Board of
Directors authorized the payment of a cash retention award to
the Executive in the amount of $___________ (the
“Retention Award”), payable 50% as of January 7,
2010 (the “Initial Payment”), and 50% as of
January 7, 2011 (the “Final Payment”), in
accordance with the terms of this Agreement; and
NOW,
THEREFORE, in consideration of the premises and of other good
and valuable consideration the sufficiency and receipt of
which are hereby acknowledged by the parties hereto the
parties hereby agree as follows:
1.
Initial
Payment . Subject to Executive’s
continued employment with the Company, the Initial Payment
shall be earned as of January 7, 2010, and the Initial Payment
to the Executive, net of any applicable withholding required
under federal, state or local law, shall be made by the
Company to the Executive in a single lump sum payment within
15 days of
January 7, 2010.
2.
Final
Payment . Subject to the Executive’s continued
employment with the Company, the Final Payment to the
Executive shall be earned as of January 7, 2011, and the Final
Payment to the Executive, net of any applicable withholding
required under federal, state or local law, shall be made by
the Company to the Executive in a single lump sum payment
within 15 days of
January 7, 2011.
3.
Effect of
Termination Upon Retention Award . In the
event the Executive’s employment with the Company is
terminated for any reason prior to January 7, 2010, other than
as a result of death or Disability, both the Initial Payment
and the Final Payment shall be forfeited and not earned by
Executive or paid by the Company to the
Executive. In the event the Executive’s
employment with the Company is terminated for any reason on or
after January 7, 2010, but prior to January 7, 2011, other
than as a result of death or Disability, the Final Payment
shall be forfeited and not earned by the Executive or paid by
the Company to the Executive.
4.
Effect of Death
or Disability . In the event of the death or
Disability of the Executive prior to January 7, 2010, the
Initial Payment will be prorated based upon a fraction, the
numerator of which shall be the number of full weeks of
employment commencing on July 7, 2008, and ending on the date
of Death or commencement of Disability and the denominator
shall be 78. In the event of the death or
Disability of the Executive on or after January 7, 2010, but
prior to January 7, 2011, the Final Payment will be prorated
based upon a fraction, the numerator of which shall be the
number of full weeks of employment commencing on January 7,
2010, and ending on the date of Death or commencement of
Disability and the denominator shall be 52. The
Company shall pay to the Executive or his estate as promptly
as practicable following the death or Disability of the
Executive the amount the Executive is entitled to under such
pro-ration, net of any applicable withholding required under
federal, state or local law.
5.
Effect of Change
in Control . If Executive remains
continuously employed on a full-time active basis with the
Company through and including the date on which a Change in
Control of the Company occurs, then notwithstanding any
provision herein to the contrary, the total Retention Award
shall automatically vest and be payable to Executive upon the
effective date of the Change in Control. Such
payment shall be ma
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