2008 Employment Compensation Plan Agreement between West Corporation and Thomas B. Barker
This agreement outlines the 2008 compensation plan for Thomas B. Barker while serving as Chief Executive Officer of West Corporation. It specifies a base salary of $900,000 and eligibility for performance bonuses based on the company's EBITDA growth, with detailed bonus calculations and payment schedules. The agreement also addresses conditions for bonus eligibility, loss carry-forwards, exclusions for merger or acquisition results, potential discretionary bonuses, and benefit plan participation. The plan is effective for 2008, with future compensation plans to be presented annually.
Exhibit 10.06
To: | Thomas B. Barker | |
From: | West Corporation Compensation Committee | |
Date: | January 28, 2008 | |
Re: | 2008 Compensation Plan Exhibit A |
The compensation plan for 2008 while you are employed as Chief Executive Officer for West Corporation is outlined below:
1. | Your base salary will be $900,000. Should you elect to voluntarily terminate your employment, you will be compensated for your services as an employee through the date of your actual termination per your Employment Agreement. |
2. | Effective January 1, 2008, you will be eligible to receive a performance bonus based on EBITDA growth for West Corporation in 2008. EBITDA is defined as earnings before interest, taxes, depreciation and amortization, minority interest, and share based compensation. EBITDA for each quarter will be compared to the same quarter in the previous year. Each $1M increase will result in a $25,000 bonus. 75% of the quarterly bonus earned will be paid within thirty (30) days from the end of the quarter. 100% of the total bonus earned will be paid within thirty (30) days of the final determination of 2008 EBITDA. |
3. | Should EBITDA exceed $633M for the year, you will be eligible to receive $31,250 for every $1M of Adjusted EBITDA above that threshold. |
4. | Please note that if there is a negative year-to date calculation at the end of any quarter, this will result in a loss carry forward to be applied to the next quarterly or year-to-date calculation. |
5. | All objectives are based upon West Corporation operations and will not include results derived from mergers or acquisitions unless specifically and individually approved by West Corporations Compensation Committee. |
6. | At the discretion of management, you may receive an additional bonus based on the Companys and your individual performance. |
7. | Your Compensation Plan for the year 2009 will be presented in December, 2008. |
8. | The benefit plans, as referenced in Section 7(i), shall include insurance plans based upon eligibility pursuant to the plans. If the insurance plans do not provide for continued participation, the continuation of benefits shall be pursuant to COBRA. In the event Employees benefits continue pursuant to COBRA and Employee accepts new employment during the consulting term, Employee may continue benefits thereafter to the extent allowed under COBRA. In no event shall benefits plans include the 401K Plan or the West Corp. 2006 Executive Incentive Plan. |
/s/ Thomas B. Barker |
Employee Thomas B. Barker |