2008 Compensation Plan Agreement between West Corporation and Paul M. Mendlik

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Summary

This agreement outlines the 2008 compensation plan for Paul M. Mendlik, Chief Financial Officer of West Corporation. It sets his base salary at $450,000 and details a performance bonus based on the company's EBITDA growth, with specific payout terms and thresholds. The agreement also addresses eligibility for additional discretionary bonuses, benefit plan participation, and conditions for benefit continuation if employment ends. The plan applies only to 2008, with future compensation to be determined later.

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EX-10.07 3 dex1007.htm EMPLOYMENT AGREEMENT BETWEEN THE COMPANY AND PAUL M. MENDLIK DATED 11.4.2002 Employment Agreement between the Company and Paul M. Mendlik dated 11.4.2002

Exhibit 10.07

 

To:    Paul M. Mendlik
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 Financial Officer for West Corporation is outlined below:

 

1. Your base salary will be $450,000. 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 $6,428 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.

Should EBITDA exceed $633M for the year, you will be eligible to receive $8,035 for every $1M of EBITDA above that threshold.

Please note that if there is a negative year-to-date profit 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.

 

3. All Adjusted EBITDA objectives are based upon West Corporation operations and will not include results derived from mergers or acquisitions unless specifically and individually approved by West Corporation’s Compensation Committee.

 

4. Your Compensation Plan for the year 2009 will be presented in December, 2008.

 

5. At the discretion of management, you may receive an additional bonus based on the Company’s and your individual performance.

 

6. 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 Employee’s 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/ Paul M. Mendlik
Employee – Paul M. Mendlik