EX-10.2 - 2005 Exec. Management Compensation Plan

Contract Categories: Human Resources - Compensation Agreements
EX-10.2 3 b54785atexv10w2.txt EX-10.2 - 2005 EXEC. MANAGEMENT COMPENSATION PLAN Exhibit 10.2 ART TECHNOLOGY GROUP, INC. 2005 EXECUTIVE MANAGEMENT COMPENSATION PLAN The executive officers of ATG are eligible to participate in this plan, subject to the execution by the executive officer of the Terms and Conditions of Participation set forth as Exhibit A to this plan. The target bonus payout for the indicated periods and the applicable performance metrics for each executive officer are as follows:
TARGET BONUS PAYOUT (AT 100% OF PERFORMANCE TITLE PERIOD METRICS) PERFORMANCE METRICS - ------------------- --------- ---------------- ------------------------------ CEO Annual* $ 175,000 40% ATG Operating Profit** 40% ATG Revenue 20% MBOs CFO Annual* $ 100,000 50% ATG Operating Profit** 30% ATG Revenue 20% Cash Mgmt SVP SALES Annual* $ 40,000 100% ATG Operating Profit** Quarterly $ 40,000/quarter 90% ATG Revenue ($160,000/year) 10% CSS Renewals SVP MARKETING Annual* $ 100,000 30% ATG Operating Profit** 40% ATG Revenue 30% Marketing Initiatives SVP HUMAN RESOURCES Annual* $ 80,000 40% ATG Operating Profit** 20% ATG Revenue 25% HR Initiatives/MBOs 15% Employee Satisfaction SVP PRODUCTS & Annual* $ 88,000 30% ATG Operating Profit** TECHNOLOGY 30% ATG Revenue 30% Product Initiatives/MBOs 10% Customer Satisfaction
* No bonus will be paid for the annual period unless ATG achieves, at minimum, 50% of its operating profit goal for 2005. ** In measuring the ATG operating profit, restructuring charges are excluded but amortization is included. EXHIBIT A TERMS AND CONDITIONS OF PARTICIPATION ATG 2005 EXECUTIVE MANAGEMENT COMPENSATION PLAN 1. No incentive payments will be paid unless you are actively employed by ATG at the time incentive payments are made, or unless otherwise provided in a separate written agreement between you and ATG. Payments are generally made six to twelve weeks following the end of the applicable period if approved financial statements are available. 2. These payments are offered as an incentive, but are not guaranteed. ATG (including the Compensation Committee of ATG's Board of Directors) reserves the sole right to make changes to any and all terms and conditions of the 2005 Executive Management Compensation Plan due to changes in business conditions, performance of the executive or the company or other factors, at the sole discretion of the Compensation Committee of ATG's Board of Directors. 3. ATG reserves the right to make goal substitutions to meet changing business requirements. There may be additional deliverables not explicitly detailed in the attached MBO listing, as specified by ATG Management. 4. Participation in the 2005 Executive Management Compensation Plan is no guarantee of participation in any subsequent plans. The company reserves the sole right to designate participants, and to make any and all changes to a participant's yearly plan. 5. The final payout amount must be approved by the Compensation Committee of ATG's Board of Directors, including payout of any amounts over 100% of target and partial payments when targets are partially achieved. Additional factors may be considered in determining the final payout amount. 6. In all circumstances, the amount and timing of any incentive payment are solely within the discretion of the Compensation Committee of ATG's Board of Directors, regardless of the provisions of the 2005 Executive Management Compensation Plan. Agreed by: ________________________________________________________________________________ Executive Signature Date ________________________________________________________________________________ CEO Signature Date