2008 Compensation Plan Agreement between Intercall, Inc. (West Corporation) and Joseph Scott Etzler

Summary

This agreement outlines the 2008 compensation plan for Joseph Scott Etzler, President of Intercall, Inc., a subsidiary of West Corporation. Etzler will receive a base salary of $475,000 and may earn additional bonuses based on company profitability, revenue performance, and achievement of specific financial objectives. The plan details how bonuses are calculated, sets maximum bonus limits, and allows for discretionary bonuses based on individual performance. All bonus calculations exclude income from mergers or non-operating activities unless specifically approved. Payments are scheduled quarterly and after year-end financial determinations.

EX-10.10 6 dex1010.htm EMPLOYMENT AGREEMENT BETWEEN THE COMPANY AND JOSEPH SCOTT ETZLER, DATED 5/7/2003 Employment Agreement between the Company and Joseph Scott Etzler, dated 5/7/2003

Exhibit 10.10

 

To:    Joseph Scott Etzler
From:    West Corporation Compensation Committee
Date:    January 28, 2008
Re:    2008 Compensation Plan

Your 2008 compensation plan (“Plan Year”) for your employment as President for Intercall, Inc. (the “Company”) is as follows:

 

1. Your base salary will be $475,000 per year.

 

2. You may also receive additional bonuses pursuant to Paragraph 3 of your Employment Agreement. The Company intends to calculate those bonuses as follows:

 

  a) First, you will be eligible to receive a bonus based upon the Company’s results (“Company Profitability Bonus”). The Company intends to calculate this Company Profitability Bonus as follows:

 

  1) The Target Company Profitability Bonus shall be $350,000.

 

  2) Each cumulative quarter’s net operating income before corporate allocations not to include amortization for the Company (“Plan Year Company NOI”) will be compared to the cumulative budgeted net operating income before corporate allocations for the Company for the same period (“Company NOI Budget”).

 

  3) The percentage by which the cumulative Plan Year Company NOI exceeds (i.e., a positive percentage) or is less than (i.e., a negative percentage) the cumulative Company NOI Budget shall be the “Company Profit Variance Percentage.”

 

  4) Each quarter’s cumulative revenue for the Company (“Plan Year Company Revenue”) will be compared to the cumulative budgeted revenue for the Company for the same period (“Company Revenue Budget”).

 

  5) The percentage by which the cumulative Plan Year Company Revenue exceeds (i.e., a positive percentage) or is less than (i.e., a negative percentage) the cumulative Company Revenue Budget shall be the “Company Revenue Variance Percentage.”

 

  6) The sum of one hundred percentage points (100%), plus the product of (i) the average of the Company Profit Variance Percentage and the Company Revenue Variance Percentage, multiplied by (ii) three (3), is the “Company Bonus Factor.”

 

  7) The product of the Company Bonus Factor and the Target Company Profitability Bonus, less any amounts paid to you for prior Company Profitability Bonuses during the Plan Year, will be paid to you in the month following each quarter end.

 

  b) In no event shall the Company Profitability Bonus exceed $550,000.

 

  c) The Company intends to pay 75% of year-to-date bonuses on a quarterly basis within thirty (30) days from the end of each quarter. 100% of any bonus earned as of December 31, 2008 will be paid within thirty (30) days of the final determination of 2008 revenue and NOI.

 

3. In addition, if West Corporation achieves its 2008 EBITDA objective, you will be eligible to receive an additional one-time bonus of $100,000. EBITDA is defined as earnings before interest, taxes, depreciation and amortization, minority interest, and shared base compensation. This bonus is not to be combined or netted together with any other bonus set forth in this agreement.


4. All bonus calculations will be based upon the Company’s operations and will not include profit and income derived from mergers, acquisitions, joint ventures, stock buybacks, other non-operating income or loss, or financing changes associated with such events unless specifically and individually approved by West Corporation’s Compensation Committee.

 

5. At the discretion of executive management, you may also receive an additional bonus based on your individual performance. This bonus is not to be combined or netted together with any other bonus set forth in this agreement.

 

/s/ J. Scott Etzler
Employee – Joseph Scott Etzler