Back to top

AVON PRODUCTS, INC. MANAGEMENT INCENTIVE PLAN

Executive Compensation Plan Agreement

AVON PRODUCTS, INC. MANAGEMENT INCENTIVE PLAN | Document Parties: AVON PRODUCTS, INC You are currently viewing:
This Executive Compensation Plan Agreement involves

AVON PRODUCTS, INC

. RealDealDocs™ contains millions of easily searchable legal documents and clauses from top law firms. Search for free - click here.
Title: AVON PRODUCTS, INC. MANAGEMENT INCENTIVE PLAN
Governing Law: New York     Date: 2/20/2009
Industry: Personal and Household Prods.     Sector: Consumer/Non-Cyclical

AVON PRODUCTS, INC. MANAGEMENT INCENTIVE PLAN, Parties: avon products  inc
50 of the Top 250 law firms use our Products every day

Exhibit 10.50

AVON PRODUCTS, INC.

MANAGEMENT INCENTIVE PLAN

 

I.

INTRODUCTION

1.1. Purpose . The purpose of this Plan is to provide annual incentive compensation that is based on Company performance and to recognize employee contributions in helping the Company meet its financial and strategic objectives. This Plan supersedes any previous Management Incentive Plan of the Company.

1.2. Term . This Plan shall be effective as of January 1, 2009, unless earlier terminated pursuant to Section 6.1.

 

II.

DEFINITIONS

For purposes of the Plan, the following terms shall have the meanings set forth below:

Affiliate ” means (a) an entity that directly or through one or more intermediaries is controlled by the Company, and (b) any entity in which the Company has a significant equity interest, as determined by the Company.

“Award” means an annual incentive award payable with respect to a Plan Year determined in accordance with Article V hereof, whether in the form of cash, stock, restricted stock, stock units or other forms of stock-based awards, or any combination thereof, provided that any such stock-based awards shall be issued pursuant to and be subject to the terms and conditions of the Stock Plan.

Base Compensation ” means the base rate of salary payable to a Participant as most recently reflected on the books and records of the Company, exclusive of bonus, commission, fringe benefits, employee benefits, expense allowances and other nonrecurring forms of remuneration.

Board” means the Board of Directors of the Company.

Cause ” means:

(a) the failure or refusal by the Participant to perform his or her normal duties (other than any such failure resulting from the Participant’s incapacity due to physical or mental illness), which has not ceased within ten (10) days after a written demand for substantial performance is delivered to the Participant by the Company, which demand identifies the manner in which the Company believes that the Participant has not performed such duties;

(b) the engaging by the Participant in willful misconduct or an act of moral turpitude which is materially injurious to the Company, monetarily or otherwise; or


(c) the conviction of the Participant of, or the entering of a plea of guilty or nolo contendere by the Participant with respect to, a felony;

provided, however, that if a Participant is party to an employment agreement with the Company, “Cause” shall have the meaning set forth in such agreement.

“Code” means the Internal Revenue Code of 1986, as amended.

“Committee” means the Compensation Committee of the Board, which shall consist of two or more members of the Board, each of whom shall be an “outside director” within the meaning of Section 162(m) of the Code.

“Company ” means Avon Products, Inc.

“DCP ” means the Avon Products, Inc. Deferred Compensation Plan, as in effect and as amended from time to time.

Participant ” means any employee of the Company or its Affiliates who is selected to participate in the Plan pursuant to Article IV hereof.

Plan ” means this Avon Products, Inc. Management Incentive Plan, as in effect and as amended from time to time.

Plan Year ” means a one-year period beginning January 1 and ending on December 31.

“Senior Officer ” has the meaning set forth in the Charter of the Committee, as in effect and as amended from time to time.

Stock Plan ” means the Company’s 2005 Stock Incentive Plan (or any successor stock incentive plan approved by the shareholders of the Company), as in effect and as amended from time to time.

 

III.

ADMINISTRATION

The Plan shall be administered by the Committee, which may adopt such rules and procedures for carrying out the purposes of the Plan as the Committee shall deem appropriate. Notwithstanding anything to the contrary herein, the Committee may delegate its duties under the Plan to such individuals, and may revoke or change any such delegation, as it deems appropriate from time to time, provided that it may not delegate duties with respect to determining the eligibility and Awards under the Plan for any Senior Officer. The Committee shall interpret and construe any and all provisions of the Plan and any determination made by the Committee under the Plan shall be final and conclusive. Neither the Board nor the Committee, nor any member of the Board or the Committee, nor any employee of the Company shall be liable for any act, omission, interpretation, construction or determination made in connection with the Plan (other than acts of willful misconduct) and the members of the Board and the Committee and the employees of the Company shall be entitled to indemnification and reimbursement by the

 

2


Company to the maximum extent permitted by law in respect of any claim, loss, damage or expense (including counsel’s fees) arising from their acts, omissions and conduct in their official capacity with respect to the Plan.

 

IV.

ELIGIBILITY AND PARTICIPATION

The Company, or the Committee, shall select the employees of the Company or its Affiliates to participate in the Plan for any particular Plan Year; provided, however, that no new Participants shall be permitted into the Plan for a specific Plan Year after October 1 of such Plan Year.

 

V.

AWARDS

5.1. Establishment of Performance Measures. Within the first 90 days of each Plan Year, the Committee shall establish the performance measures for such year, which may include, without limitation, measures on a consolidated basis, on the basis of a business unit, geographically-based unit or a country, representative service objectives, measures relative to one or more peer group companies or indices or the market, or personal objectives. Performance measures may differ from Participant to Participant and from Award to Award.

5.2. Determination of Award. A target award of a specified percentage of Base Compensation for such Plan Year shall be establis


 
SITE SEARCH

AGREEMENTS / CONTRACTS

Document Title:

Entire Document: (optional)

Governing Law:(optional)


Try our advanced search >>
 

CLAUSES

Search Contract Clauses >>

Browse Contract Clause Library>>

Get Email Updates
Email:
This is only a partial view of this document. We have millions of legal documents and clauses drafted by top law firms. learn more search for free browse for free learn more