Exhibit 10.2.11
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
2005 EXECUTIVE INCENTIVE PLAN
Effective as of January 1, 2005
As Amended and Restated effective as of January 1, 2008
CONSOLIDATED EDISON COMPANY OF NEW YORK, INC.
2005 EXECUTIVE INCENTIVE PLAN
PURPOSE
The purpose of the Plan is to provide executives designated by the Company’s Board of Trustees as eligible to participate
in the Plan with incentives to achieve goals which are important to shareholders and customers of the Company, to supplement
the Company’s salary and benefit programs so as to provide overall compensation for such executives which is more
competitive with corporations with which the Company must compete for the best executive talent, and to assist the Company
in attracting and retaining executives who are important to the continued success of the Company.
Effective January 1, 2006 the Plan was amended to add specific performance measures for the determination of the
Adjusted Target Incentive Fund and the determination of the amount of any Incentive Award.
Effective January 1, 2007 the Plan is amended by adding new performance measures for the determination of the amount of
the Incentive Award to be awarded to certain executives and to include the President and Chief Executive Officer of Orange and
Rockland Utilities, Inc. and the Group President of the Competitive Energy Businesses as Participants in the Plan.
Effective January 1, 2008, the Plan is amended to permit Participants to defer up to one hundred percent (100%) of his or
her Incentive Award into the Deferred Income Plan (as defined herein), subject to the terms and conditions of the Deferred
Income Plan. Additionally, the Plan is further amended to add certain provisions in order to comply with the requirements of
Section 409A of the Internal Revenue Code and the regulations and guidance promulgated thereunder.
TABLE OF CONTENTS
Page
ARTICLE I. DEFINITIONS
1
1.01 Adjusted Target Incentive Fund
1
1.02 Annual Incen