WRITTEN SUMMARY OF THE MATERIAL TERMS OF THE MANHATTAN ASSOCIATES, INC. 2009 SUPPLEMENTAL CASH INCENTIVE PLAN

Exhibit 10.2

WRITTEN SUMMARY OF THE MATERIAL TERMS OF
THE MANHATTAN ASSOCIATES, INC. 2009 SUPPLEMENTAL CASH INCENTIVE PLAN*

     The 2009 Supplemental Cash Incentive Plan (the “Supplemental Plan”) is a supplemental cash incentive plan approved by the Compensation Committee for participants in the Company’s 2009 Annual Cash Incentive Plan (the “2009 Plan”) whereby such participants may receive cash payouts in the event the company achieves targets for full year total company adjusted earnings per share (“Adjusted EPS”). Incentives are payable in the first quarter of 2010, and are in addition to any amounts payable under the 2009 Plan .

     Participants can earn up to 100% of the target Adjusted EPS component of their 2009 incentive bonus under the existing 2009 Plan, if the Adjusted EPS target goal in the Supplemental Plan is met. There are full year Adjusted EPS performance threshold and target goals under the Supplemental Plan. Cash incentives are not payable for performance below th