Electronic Arts 2007 Annual Report Download - page 73

by the Committee at the end of the Performance Period, in its sole discretion), under this Plan; the
method in which a Bonus is prorated shall be determined by the Committee in its sole discretion.
(e) Code Section 409A. To the extent that any Bonus under the Plan is subject to Code Section 409A,
the terms and administration of such Bonus shall comply with the provisions of such Section,
applicable IRS guidance and good faith reasonable interpretations thereof, and, to the extent necessary
to achieve compliance, shall be modified, replaced, or terminated at the discretion of the Committee.
9. Amendment and Termination.
(a) The Committee may amend, modify, suspend or terminate this Plan, in whole or in part, at any time,
including the adoption of amendments deemed necessary or desirable to correct any defect or to
supply omitted data or to reconcile any inconsistency in this Plan or in any Bonus granted hereunder;
provided, however, that no amendment, alteration, suspension or discontinuation shall be made which
would (i) increase the amount of compensation payable pursuant to such Bonus, or (ii) cause
compensation that is, or may become, payable hereunder to fail to qualify as Performance-Based
Compensation. Notwithstanding the foregoing, the Committee may any amend, modify, suspend or
terminate this Plan if any such action is required by law. To the extent required under applicable law,
including Code section 162(m), Plan amendments shall be subject to stockholder approval. At no time
before the actual distribution of funds to Participants under this Plan shall any Participant accrue any
vested interest or right whatsoever under this Plan except as otherwise stated in this Plan.
(b) In the case of Participants employed outside the United States, the Company or its Affiliate may vary
the provisions of this Plan as deemed appropriate to conform with, as required by, or made desirable
by, local laws, practices and procedures.
10. Withholding. Distributions pursuant to this Plan shall be subject to all applicable taxes and contributions
required by law to be withheld in accordance with procedures established by the Company.
11. No Additional Participant Rights. The selection of an individual for participation in this Plan shall not
give such Participant any right to be retained in the employ of the Company or any of its Affiliates, and
the right of the Company and any such Affiliate to dismiss such Participant or to terminate any
arrangement pursuant to which any such Participant provides services to the Company, with or without
cause, is specifically reserved. No person shall have claim to a Bonus under this Plan, except as otherwise
provided for herein, or to continued participation under this Plan. There is no obligation for uniformity of
treatment of Participants under this Plan. The benefits provided for Participants under this Plan shall be in
addition to and shall in no way preclude other forms of compensation to or in respect of such Participants.
The employment of a Participant is terminable at the will of either party and, if such Participant is a party
to an employment contract with the Company or one of its Affiliates, in accordance with the terms and
conditions of the Participant’s employment agreement.
12. Successors. All obligations of the Company or its Affiliates under this Plan, with respect to awards
granted hereunder, shall be binding on any successor to the Company, whether the existence of such
successor is the result of a direct or indirect purchase, merger, consolidation, or otherwise, of all or
substantially all of the business or assets of the Company.
13. Nonassignment. The rights of a Participant under this Plan shall not be assignable or transferable by the
Participant except by will or the laws of descent and distribution.
14. Severability. If any portion of this Plan is deemed to be in conflict with local law, that portion of the
Plan, and that portion only, will be deemed void under local law. All other provisions of the Plan will
remain in effect. Furthermore, if any provision of this Plan would cause Bonuses not to constitute
Performance-Based Compensation, that provision shall be severed from, and shall be deemed not to be a
part of, the Plan, but the other provisions hereof shall remain in full force and effect.
15. Governing Law. This Plan shall be governed by the laws of the State of Delaware.
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