{"id":40107,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/management-incentive-compensation-plan-the-clorox-co.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"management-incentive-compensation-plan-the-clorox-co","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/management-incentive-compensation-plan-the-clorox-co.html","title":{"rendered":"Management Incentive Compensation Plan &#8211; The Clorox Co."},"content":{"rendered":"<pre>\nTHE CLOROX COMPANY\nMANAGEMENT INCENTIVE COMPENSATION PLAN\nAs Amended and Restated Effective\nas of July 1, 2001\n\n1. PURPOSE\n\nThe purpose of The Clorox Company Management Incentive Compensation Plan (the\n\"Plan\") is to attract and retain the best available personnel for positions of\nsubstantial responsibility and to provide an incentive for officers and\nemployees of The Clorox Company (the \"Company\") and its subsidiaries and to\nrecognize and reward those officers and employees. The Company's executive\nofficers are eligible to earn short-term incentive awards under this Plan and\nunder the Company's Executive Incentive Compensation Plan.\n\n2. DEFINITIONS\n\nThe following terms will have the following meaning for purposes of the Plan:\n\n(a) \"Award\" means a bonus paid in cash.\n\n(b) \"Board\" means the Board of Directors of the Company.\n\n(c) \"Chief Executive Officer\" means the chief executive officer of the Company.\n\n(d) \"Committee\" means the Employee Benefits and Management Compensation\nCommittee of the Board, or such other Committee designated by the Board to\nadminister the Plan.\n\n(e) \"Employee\" means any person employed by the Company or any Subsidiary.\n\n(f) \"Executive Committee\" means the Officers who are members of the Company's\nmanagement executive committee.\n\n(g) \"Officer\" means a person who is an officer of the Company within the meaning\nof Section 16 of the Securities Exchange Act of 1934 and the rules and\nregulations promulgated thereunder.\n\n(h) \"Participant\" means an Employee selected by the Committee to participate in\nthe Plan.\n\n(i) \"Subsidiary\" means any corporation in which the Company, directly or\nindirectly, controls 50 percent or more of the total combined voting power of\nall classes of stock.\n\n(j) \"Year\" means a fiscal year of the Company.\n\n\n                                     Page 1\n   2\n3. AWARDS\n\n(a) Within 90 days after the beginning of each Year, the Committee will select\nParticipants for the Year and establish in writing the method by which the\nAwards will be calculated for that Year. The Committee may provide for payment\nof all or part of the Award in the case of retirement, death, disability or\nchange of ownership of control of the Company or a Subsidiary during the Year.\n\n(b) For the Chief Executive Officer and the Executive Committee, the Committee\nshall determine and certify the amount of the Award, if any, to be made. The\nCommittee may increase, decrease or eliminate, any Award calculated under the\nmethodology established in accordance with paragraph (a) in order to reflect\nadditional considerations relating to performance.\n\n(c) For Participants (other than the Chief Executive Officer and the Executive\nCommittee), the Chief Executive Officer shall determine and certify the amount\nof the Award, if any, to be made. The Chief Executive Officer may increase,\ndecrease or eliminate, any Award calculated under the methodology established in\naccordance with paragraph (a) in order to reflect additional considerations\nrelating to performance.\n\n(d) Awards will be paid to the Participants following certification and no later\nthan ninety (90) days following the close of the Year with respect to which the\nAwards are made.\n\n(e) The Company shall withhold from the payment of any Award hereunder any\namount required to be withheld for taxes.\n\n4. TERMINATION OF EMPLOYMENT\n\nExcept as may be specifically provided in an Award pursuant to Section 3(a), a\nParticipant shall have no right to an Award under the Plan for any Year in which\nthe Participant is not actively employed by the Company or its Subsidiaries on\nJune 30 of such Year. When establishing Awards each Year, the Committee may also\nprovide that in the event a Participant is not employed by the Company or its\nSubsidiaries on the date on which the Award is paid, the Participant may forfeit\nhis or her right to the Award paid under the Plan.\n\n5. ADMINISTRATION\n\nThe Plan will be administered by the Committee. The Committee will have the\nauthority to interpret the Plan, to prescribe rules relating to the Plan and to\nmake all determinations necessary\n\n\n                                     Page 2\n   3\nor advisable in administering the Plan. Decisions of the Committee with respect\nto the Plan will be final and conclusive.\n\n6. UNFUNDED PLAN\n\nAwards under the Plan will be paid from the general assets of the Company, and\nthe rights of Participants under the Plan will be only those of general\nunsecured creditors of the Company.\n\n7. AMENDMENT OR TERMINATION OF THE PLAN\n\nThe Committee may from time to time suspend, revise, amend or terminate the\nPlan.\n\n8. APPLICABLE LAW\n\nThe Plan will be governed by the laws of California.\n\n9. NO RIGHTS TO EMPLOYMENT\n\nNothing contained in the Plan shall give any person the right to be retained in\nthe employment of the Company or any of its Subsidiaries. The Company reserves\nthe right to terminate any Participant at any time for any reason\nnotwithstanding the existence of the Plan.\n\n10. NO ASSIGNMENT\n\nExcept as otherwise required by applicable law, any interest, benefit, payment,\nclaim or right of any Participant under the Plan shall not be sold, transferred,\nassigned, pledged, encumbered or hypothecated by any Participant and shall not\nbe subject in any manner to any claims of any creditor of any Participant or\nbeneficiary, and any attempt to take any such action shall be null and void.\nDuring the lifetime of any Participant, payment of an Award shall only be made\nto such Participant. Notwithstanding the foregoing, the Committee may establish\nsuch procedures as it deems necessary for a Participant to designate a\nbeneficiary to whom any amounts would be payable in the event of any\nParticipant's death.\n\n\n                                     Page 3\n\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[7125],"corporate_contracts_industries":[9395],"corporate_contracts_types":[9539,9546],"class_list":["post-40107","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-clorox-co","corporate_contracts_industries-consumer__cleaning","corporate_contracts_types-compensation","corporate_contracts_types-compensation__incentive"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/40107","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=40107"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=40107"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=40107"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=40107"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}