CYTEC INDUSTRIES INC.
Employee Income Continuity Plan
Effective Date October 21, 1994
(as amended and restated December 15, 2008)
1. Purpose . The purpose of this Employee Income Continuity Plan (the “Plan”) is to (i) aid in the recruiting and retention of
employees, particularly during periods of uncertainty, and (ii) build and reinforce the loyalty, and enhance the morale, of
employees by demonstrating that the Company has made provision for continuing their income for a limited period of time if
they lose their employment within a certain period after a Change in Control, thereby contributing to the overall success of
Cytec Industries Inc. (the “Company”).
The Plan is amended and restated effective December 15, 2008. The Plan, as amended and restated, is intended to comply
with Section 409A of the Internal Revenue Code of 1986, as amended (the “Code”), the regulations thereunder and related
guidance issued by the Internal Revenue Service (“IRS”).
2. Definitions . Unless the context otherwise requires, the following terms shall have the meanings respectively indicated:
(a) “Base Monthly Compensation” means:
As used in this Section 2 of the Plan, “Annual Bonus” means the greater of (i) the annual target bonus under the I.C. Plan
attributable to the Participant, or (ii) said annual target bonus times a fraction equivalent to the average percentage of said
annual target bonus paid to said Participant for each of the two preceding fiscal years of the Company (or for such lesser period
of time as such Participant participated in the I.C. Plan); and “Annual Sales Incentive” means the greater of (i) the annual cash
sales incentives such Participant would earn by meeting “base or target” sales results, or (ii) said annual cash sales incentives
times a fraction equivalent to the average percentage of said annual cash sales incentives paid to said Participant for each of the
two preceding fiscal years of the Company.
(b) “Board of Directors” shall mean the b