Exhibit 10(h)(xviii)
IDACORP, Inc.
2000 LONG-TERM INCENTIVE AND COMPENSATION PLAN
[DATES] PERIOD OF RESTRICTION
RESTRICTED STOCK AWARD AGREEMENT (Performance)
[Date]
[Name]
[Address]
In accordance
with the terms of the IDACORP, Inc. 2000 Long-Term Incentive and
Compensation Plan (the "Plan"), pursuant to action of the
Compensation Committee (the "Committee") of the Board of Directors,
IDACORP, Inc. (the "Company") hereby grants to you (the
"Participant"), subject to the terms and conditions set forth in
this Restricted Stock Award Agreement (including Annex A hereto and
all documents incorporated herein by reference), an award of
restricted shares of Company common stock (the "Restricted Stock"),
as set forth below:
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Date of Grant:
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Number of Shares of Restricted Stock:
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Period of Restriction:
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___________ through ________________
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Performance Goal:
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Cumulative earnings per share ("CEPS") for the
calendar years ____, ____ and ____, as reported on the Company's
audited financial statements
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Vesting Schedule:
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If CEPS are less than $____, no Shares shall
vest;
If CEPS are at least $____, ____ Shares shall vest, plus an
additional __ Share(s) for every one cent increase in CEPS over
$____ up to but not including $____ in CEPS; and
If CEPS are at least $____, ____ Shares shall vest (the "Target
Award"), plus an additional __ Share(s) for every one cent increase
in CEPS over $____ up to and including $____ in CEPS
Vesting of Shares of Restricted Stock pursuant to the foregoing
schedule shall occur on ____________ (the "Vesting Date")
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[The
Participant, in consideration of this grant of Restricted Stock, by
affixing his signature hereto, specifically waives any rights he
may have under the definition of Change in Control, contained in
Section 2.5 of the Plan, as it was in effect prior to July 20,
2006, and hereby consents to the use of the definition of Change in
Control as amended on July 20, 2006, and to the amendments made to
Article 14 of the Plan on July 20, 2006, in connection with any
prior grants made pursuant to the Plan and still outstanding on the
date hereof.]
Further terms
and conditions of the Award are set forth in Annex A hereto, which
is an integral part of this Restricted Stock Award Agreement.
All terms, provisions and conditions
applicable to the Award set forth in the Plan and not set forth
herein are hereby incorporated by reference herein. To the
extent any provision hereof is inconsistent with the Plan, the Plan
will govern. The Participant hereby acknowledges receipt of a
copy of this Restricted Stock Award Agreement including Annex A
hereto and a copy of the Plan and agrees to be bound by all the
terms and provisions hereof and thereof.
IDACORP, Inc.
By:______________________________
Agreed :
___________________________
Attachment: Annex A
ANNEX A
TO
IDACORP, Inc.
2000 LONG-TERM INCENTIVE AND COMPENSATION PL
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