EXECUTIVE FINANCIAL COUNSELING PLAN
(Effective January 1, 2005)
ARTICLE I — Name and Purpose
The name of the Plan is “Ecolab Executive Financial Counseling Plan.”
The purpose of the Plan is to reimburse Executive Employees of the
Company for certain expenses incurred by such Executives for financial
ARTICLE II — Definitions
For purposes of this Plan, each of the terms set forth in this article shall, unless the context otherwise requires,
have the meaning prescribed in this article.
The “Plan” is the Ecolab Executive Financial Counseling Plan set forth in this
instrument as it may be amended from time-to-time.
The “Company” is Ecolab Inc., a Delaware corporation, or its successor.
An “Executive” is an Employee who has been selected by the Chief Executive
Officer of the Company to participate in the Plan. In the event coverage under
the Plan continues for a period following the Executive’s death, the term
“Executive” shall refer to the executor or other personal representative of the
deceased Executive’s estate.
Effective as of January 1, 2008, an Executive’s “Annual Compensation” for a
Plan Year is the rate of the Executive’s annual base compensation as of
January 1 of the Plan Year, or, in the case of an Executive who was not an
Employee on such January 1, the date he or she became an Employee.
“Employee” is a common-law employee of the Company or of any other
corporation at least fifty percent of the outstanding stock of which is owned,
directly or indirectly, by the Company.
Financial Counseling shall refer to services rendered for an