Exhibit 10.7
FINAL
Employee Option
AMENDMENT NO. 1
TO
THE
NORTHWEST AIRLINES CORPORATION
2007 STOCK INCENTIVE PLAN
NON-QUALIFIED STOCK OPTION AWARD
(Effective as of April 14,
2008)
This AMENDMENT
NO. 1 TO THE NORTHWEST AIRLINES CORPORATION 2007 STOCK INCENTIVE
PLAN NON-QUALIFIED STOCK OPTION AWARD (the “Amendment”)
is hereby adopted and approved by the Compensation Committee of the
Board of Directors of Northwest Airlines Corporation (the
“Company”) as of the date set forth above.
Pursuant to
the authority granted under Section 3.1(g) of the
Northwest Airlines Corporation 2007 Stock Incentive Plan (the
“Plan”), the Compensation Committee of the Board of
Directors of the Company hereby amends the Plan’s
Non-Qualified Stock Option Award (the “Option”) as
follows:
1.
Amendment of Option . Section 1.1 of the Option
is deleted in its entirety and hereby replaced with the
following:
“1.1
“ Cause ” shall mean “Cause” as
defined in a management compensation agreement between the Optionee
and the Company or a Subsidiary or, if not defined therein or if
there is no such agreement, “Cause” shall mean any one
or more of the following: (a) an act or acts of personal
dishonesty by the Optionee intended to result in substantial
personal enrichment of the Optionee at the expense of the Company
or a Subsidiary, (b) an act or acts of personal dishonesty by
the Optionee intended to cause substantial injury to the Company or
a Subsidiary, (c) material
