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EXHIBIT 10.7
EXHIBIT A
ABBOTT LABORATORIES
EQUITY-BASED AWARD / RECOGNITION PLAN
1. PURPOSE. Abbott Laboratories (the "Company") previously established
the Equity-based Award / Recognition Plan (the "Plan") to recognize outstanding
performance of employees of the Company and its Subsidiaries (as defined below)
by transferring shares of Stock (as defined below) to such employees. The
following provisions constitute an amendment, restatement and continuation of
the Plan as of June 20, 2003, the "Effective Date" of the Plan as set forth
herein.
2. ADMINISTRATION. The Plan will be administered by the Company's Senior
Vice President, Human Resources (or, in the event that the Company does not then
have a Senior Vice President, Human Resources, the individual performing the
duties of the Company's Senior Vice President, Human Resources) (the "Plan
Administrator"). The Plan Administrator shall interpret the Plan, prescribe,
amend and rescind rules and regulations relating thereto and make all other
determinations necessary or advisable for the administration of the Plan. The
Plan Administrator may, from time to time, delegate any or all of his or her
duties, powers and authority to any person or persons.
3. PROGRAMS. Subject to the terms and conditions of the Plan, the Plan
Administrator or his or her delegate may establish one or more programs under
the Plan (the "Programs"). Each Program shall provide for the award of Stock
under the Plan, and shall contain the terms and conditions described in
Supplement A to the Plan (which is attached to and forms a part of the Plan) or
such other terms and conditions as determined to be appropriate by the Plan
Administrator. Programs may be established, modified, and terminated from time
to time in the discretion of the Plan Administrator.
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4. ELIGIBLE EMPLOYEES. Any employee of the Company and its Subsidiaries
shall be eligible to participate in the Plan to the extent provided under the
terms of one or more Programs; provided, however, that no award may be made to
an employee who is an officer of the Company on the date that such award is
made.
5. SHARES RESERVED UNDER THE PLAN. There is hereby reserved for awards
under the Plan made after the Effective Date an aggregate of 500,000 shares of
Stock which shall be purchased in accordance with paragraph 6 in the open market
or in private transactions. The maximum award under the Plan for any one
calendar year for any one participant (with such limit to be applied as of the
date of the award) shall be 50 shares of Stock; provided, however, that, to the
extent that the Company or a Subsidiary provides additional cash to satisfy any
or all tax liability associated with an award, that amount shall be disregarded
in applying the foregoing limits.
6. PURCHASE AND DELIVERY OF SHARES. Each award under the Plan shall be
made under the terms of a Program. All awards under the Plan shall be settled in
shares of Stock (except to the extent that the Company or a Subsidiary provides
additional cash to satisfy any or all tax liability associated with the award).
To settle any award under the Plan, the Treasury Department of the Company shall
deliver to a broker an amount, in cash, necessary to purchase the number of
shares of Stock specified for the award. With respect to each award, the broker
shall purchase in the name of the award recipient in the open market or in
private transactions the specified number of shares of Stock. Such shares shall
be delivered by the broker to the award recipient in accordance with the
applicable Program.
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7. AWARDS OUTSIDE THE UNITED STATES. Awards under the Plan may be made to
participants in the Plan who are residing in jurisdictions outside the United
States as the Plan Administrator in his or her sole discretion may determine
from time to time. The Plan Administrator, in his or her discretion, may adopt
such modifications to the Plan and any Program as may be necessary to comply
with the applicable laws of jurisdictions outside the United States and to
afford participants favorable treatment under such laws.
8. OTHER PROVISIONS. Any award under any Program may be subject to such
provisions not otherwise set forth in the Program description (whether or not
applicable to the award made to any other participant) as the Plan Administrator
determines appropriate, including, without limitation, such provisions as may be
appropriate to comply with federal or state securities laws and stock exchange
requirements.
9. TERM OF PLAN AND AMENDMENT OF AWARDS. The Plan shall continue in
effect until terminated by the Board. A participant's right to receive awards
that have been made under the Plan but have not yet been settled in Stock may be
amended, modified or canceled by mutual agreement between the Plan Administrator
and the participant or beneficiary.
10. TAXES. The Company shall be entitled to withhold the amount of any tax
attributable to any shares deliverable under the Plan after giving the person
entitled to receive such shares reasonable advance notice, and the Company may
defer making delivery if any such tax may be pending unless and until
indemnified to its satisfaction. The Plan Administrator may, in its discretion
and subject to such rules as he or she may adopt, permit or require a
participant to pay all or a portion of the federal, state and local taxes,
including FICA and medicare withholding tax, arising in connection with the
receipt of any award under the Plan by having the Company withhold cash
otherwise deliverable to the broker with respect to the award.
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A Program may provide for additional cash to be provided by the Company or a
Subsidiary to satisfy any or all tax liability associated with an award
(including any tax liability resulting from the provision of such additional
cash).
11. DEFINITIONS.
(a) BOARD. The term "Board" means the Board of Directors of the Company or any
person or persons to whom the Board of Directors of the Company delegates
its duties, powers and authority under the Plan.
(b) STOCK. The term "Stock" means common stock of the Company.
(c) SUBSIDIARY. The term "Subsidiary" means any corporation, partnership, joint
venture or business trust, fifty percent (50%) or more of the control of
which is owned, directly or indirectly, by the Company.
12. ADJUSTMENT PROVISIONS. In the event of a change in the number of
issued shares of Stock without new consideration to the Company (such as by
stock dividends or stock splits) or a reorganization, sale, merger,
consolidation, spin-off or similar occurrence with respect to the Company, the
total number of shares of Stock reserved for awards under the Plan and the
number of shares covered by awards that have been made under the Plan but have
not yet been settled in Stock shall be subject to equitable adjustment to
reflect such change as determined by the Plan Administrator.
13. AMENDMENT AND TERMINATION OF PLAN. The Board may amend the Plan from
time to time or terminate the Plan at any time, but no such action shall reduce
the then existing amount of any participant's award previously made that has not
yet been settled in Stock or adversely change the terms and conditions of such
previously made awards without the participant's consent.
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14. TRANSFERABILITY. Except as otherwise provided by the Plan
Administrator, a participant's right to receive awards that have been made under
the Plan but have not yet been settled in Stock is not transferable except as
designated by the participant by will or by the laws of descent and
distribution.
15. GENDER AND NUMBER. Where the context admits, words in any gender shall
include any other gender, words in the singular shall include the plural and the
plural shall include the singular.
16. EVIDENCE. Evidence required of anyone under the Plan may be by
certificate, affidavit, document or other information which the person acting on
it considers pertinent and reliable, and signed, made or presented by the proper
party or parties.
17. PLAN NOT CONTRACT OF EMPLOYMENT. The Plan does not constitute a
contract of employment, and participation in the Plan will not give any employee
the right to be retained in the employ of the Company and its Subsidiaries nor
any right or claim to any benefits under the Plan, unless such right has
specifically accrued under the Plan.
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