obligations arising under bonus, deferred compensation, incentive compensation or similar arrangements, other than those arising in the Ordinary Course of Business; and # any guaranty of any indebtedness, obligations or liabilities of a type described in the foregoing clauses

Annual Incentive. Employee shall receive an annual incentive bonus opportunity payable each September after the close of the fiscal year, at a target of 55% of base compensation and variable from 0% to 200% of target based on the achievement of certain financial metrics set by the Compensation Committee of the Board of Directors of the Employer. For fiscal year 2015 only, Employer agrees to pay no less than the Employee’s target bonus pro-rated from her start date.

Further, you will be eligible to receive a one-time bonus payment as set forth below, which we expect will be paid concurrent with any annual bonus compensation paid under the Company’s annual cash incentive program and will be less applicable deductions and tax withholdings:

Exclusion from Pension and Incentive Computations. By acceptance of the grant of the Award, the Participant hereby agrees that any income realized upon the vesting of the Award, or upon the disposition of the Shares delivered upon vesting, is special incentive compensation and will not be taken into account as “wages,” “salary,” or “compensation” in determining the amount of any payment under any pension, retirement, incentive, profit-sharing, bonus, or deferred compensation plan of the Company or its subsidiaries.

“Incentive Award” means an amount payable to an Eligible Employee under a cash bonus or incentive compensation plan of HP or an Affiliate that the Committee has deemed eligible for deferral, including bonuses paid under the EPfR Plan, the HP Inc. Stock Incentive Plan, the PfR Plan, and the VPB Plan.

Long Term Compensation. In addition to your Salary and Bonus, you shall receive the following grants of long-term compensation under the ​ 2009 Long-Term Incentive Plan (as amended from time to time, together with any successor plan, the “LTIP”):

Employee Benefit Plans. The INTERLOK Disclosure Schedule identifies each salary, bonus, material deferred compensation, material incentive compensation, stock purchase, stock option, severance pay, termination pay, hospitalization, medical, insurance, supplemental unemployment benefits, profit-sharing, pension or retirement plan, program or material agreement.

In December 2017, our board of directors adopted an Executive Bonus Plan for 2018, which we refer to as the 2018 Bonus Plan. Our named executive officers are participants in the 2018 Bonus Plan. The 2018 Bonus Plan provides for non-equity incentive compensation based upon the combined achievement of billings and free cash flow targets in 2018, which we refer to as the financial goal.

Interaction with Other Arrangements. The Retention Bonus is a special payment to you, and expressly supersedes and replaces [any amounts to which you may be entitled under that certain cash bonus letter agreement, dated as of August 5, 2019, by and between you and the Company (the “Prior Bonus Agreement”)] [any other retention bonus opportunity to which you may be entitled under any other agreement with the Company]; provided, however, that, for the avoidance of doubt, the Retention Bonus does not supersede, replace or modify any compensation or payments payable to you under the Employment Agreement. Neither the Retention Bonus nor payment thereof will be taken into account in computing the amount of salary or compensation for purposes of determining any bonus, incentive, pension, retirement, death or other benefit under any other bonus, incentive, pension, retirement, insurance or other employee benefit plan of the Company or its affiliates, unless such plan or agreement expressly provides otherwise.

Compensation paid or payable under this Agreement, including any Performance Bonus paid or payable under Section 3(b) or the Four-Year Incentive Bonus payable under Section 3(c), shall be subject to recoupment by the Company in accordance with the terms of any policy relating to recoupment (or clawback) approved by the Board of Directors and in effect at the time of payment of such compensation.