Exhibit 10.26
National Semiconductor
Corporate Aircraft Time-share Policy
1.0 Purpose
1.1 This document establishes procedures to be followed when using the
Aircraft time-share.
2.0 Scope and Responsibility
2.1 This procedure applies to any National employees and non-National
Semiconductor personnel that utilize the time-share.
2.2 The Chief Financial Officer is responsible for adherence to this
procedure.
2.3 The Corporate Controller is responsible for maintenance and revision
to this procedure.
3.0 Procedure-Guidelines
3.1 Employees and non-National Semiconductor personnel traveling on the
Time-share on Corporate or personal business are subject to any
specific regulations regarding the use of Company Property currently
in force.
3.2 Requests for use of the time-share can only be done by the respective
Executive Manager listed in attachment 1.
3.2.1If a requested trip does not include at least one member of
attachment 1, then the trip must be approved by both the CFO and
CEO.
3.3 The priority for use of the Time-share is established as follows:
Operational Need
Customer Trips
Mission in support of Senior Officer Activity
3.4 Personal use of the time-share is generally discouraged and if it
becomes necessary, it must be approved by both the CFO and CEO. The
procedure for personal use is detailed in section 4.0 below.
3.5 Guidelines to be followed for the number of National Semiconductor
Corporation (NSC) employees who are traveling together are detailed in
Travel Operating procedure 350-11.
4.0 Procedure-Personal Use
4.1 Booking the use of the Time-Share
4.1.1Requests for the personal use of the time-share can only be done
by the respective Executive Manager listed in attachment 1.
4.2 Personal Use of the time-share
4.2.1Personal use of the time-share must be approved by both the CFO
and CEO.
4.2.2The personal use of the time-share may not exceed 10% of the
total use-it or lose-it flight hours in a given year (example: if
the time-share contract is for 440 hours of use in a given year
and the use-it or lose-it portion is 85% of the total, the
maximum amount that can be used for personal use would be 10% of
85% of 440, or approximately 37 hours).
4.2.2.1 All business usage has priority over personal use and if
the rate of business use exceeds or is expected to equal or
exceed the available hours, then no personal use will be
allowed from that point forward until such time that usage
patterns change. The CFO has the authority to cancel or deny
requests for personal use.
4.2.3Flights that are partially or wholly personal are treated as
taxable income to the respective employee(s) in accordance with
established IRS regulations, the effects of which are summarized
in Attachment 2. The computed amount of taxable income will be
charged to the employee and reported in their wages.
4.2.3.1 The determination of whether a flight is personal is made
on a flight-by-flight, passenger-by-passenger basis.
4.2.3.1.1 If the purpose of the trip is primarily personal,
the value taxable to the employee is the value of the
personal flights that would have been taken.
4.2.3.1.2 If the purpose of a trip is primarily business,
the value to the employee is only the excess over the
value of the business flights that would have been
taken had there been no personal flights.
4.2.3.1.3 50% Rule
If business travelers occupy 50% or more of the specified
capacity of the time-share aircraft, an employee, their
spouses, their dependents and their parents can accompany
them in any unused available seats and no taxable income
will be charged to the employee.
4.2.4Flights in which a determinable segment of the entire trip is
personal, the pro-rated variable cost (incremental) associated
with the segment that was personal shall be reimbursed in full to
the company.
4.2.5Flights in which one or more occupants are flying for business
purposes but which on that flight a non-business passenger
accompanies, the value applied to that non-business segment shall
be treated as taxable income. No reimbursement shall be required
in this situation since there is no incremental variable cost
associated with the non-business passenger.
4.4.4The amount taxable to an employee for personal use will be
netted.
4.5 Exceptions
4.5.1Any exception to this overall policy or any specific situation
that is not clearly covered within this policy must be documented
and approved by both the CEO and CFO.
References:
Attachment 1:
Executive Managers with approval authority
Attachment 2:
Summary of IRS regulations