Exhibit 10.13.B
FORM OF
PERFORMANCE UNIT AWARD AGREEMENT
PURSUANT TO
THE AES CORPORATION 2003 LONG TERM COMPENSATION PLAN
The AES Corporation, a Delaware Corporation (the
“Company”), grants to the Employee named below,
pursuant to The AES Corporation 2003 Long-Term Compensation Plan
(the “Plan”) and this Performance Unit Award Agreement
(this “Agreement”), this Award of Performance Units
(“Performance Units”), the value of which is related to
and contingent upon the achievement of a predetermined Performance
Target (as set forth herein). Capitalized terms not otherwise
defined herein shall each have the meaning assigned to them in the
Plan.
1. This Award of Performance Units is subject to
all terms and conditions of this Agreement and the Plan, the terms
of which are herein incorporated by reference:
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Name of Employee:
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Date of Birth:
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AES Directory Name:
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Grant Date:
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Total Number of Performance Units
Granted:
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Target Value:
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USD$
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1.00
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Notwithstanding any provision of the
Plan to the contrary, this Award of Performance Units is subject to
the terms and conditions of this Agreement and the Plan regardless
of whether the Employee is a Covered Person, as defined in the
Plan.
2. The Employee is hereby granted an Award of the
total number of Performance Units set forth above. The
Performance Units will be reflected in a book account by the
Company during the Performance Period (as defined below).
Contingent upon achieving or exceeding 90% or more of the
performance target, the value of vested Performance Units, will be
paid in cash as soon as practicable after the end of the
Performance Period but such date (the “Payment Date”)
will be no later than 90 days after the last day of the Performance
Period.
3. The “Performance Period” is the
period beginning on January 1,
[ ] and ending on December
31, [ ].
4. This Award of Performance Units will vest in
three equal installments on December 31,
, December 31,
and December
31, (each a
“Vesting Date”); provided, however:
(A) that if the Employee’s employment is
terminated or the Employee’s provision of services is
terminated prior to the end of the Performance Period, in either
case by reason of the Employee’s death or
Disability , all Performance Units referenced in the chart
above shall vest on such termination date and, within 90 days after
such date, a cash amount equal to $1.00 for each Performance Unit
shall be paid to the Employee;
(B) that if the Employee’s employment is
terminated or the Employee’s provision of services is
terminated prior to the Payment Date, in either case by the
Company for cause (as determined by the Committee in its
sole discretion), this Award of Performance Units (including any
vested portion) will be forfeited in full and cancelled by the
Company, and shall cease to be outstanding, upon such termination
d
