Exhibit 10.1
Haights Cross Communications,
Inc.
2009 Annual Management/Employee
Incentive Plan
I. Purpose
Haights Cross
Communications, Inc. (together with its direct and indirect
subsidiaries, “Haights Cross”) has historically
provided its managers and employees, including its named executive
officers (collectively, “Participants”), with an
opportunity to earn cash bonuses pursuant to an incentive plan in
effect for each fiscal year known as the “Annual Management /
Employee Incentive Plan.” This plan sets forth the
Annual Management/Employee Incentive Plan, as currently in effect
(as of the date of adoption set forth below), that has been
approved by the Board of Directors of Haights Cross, acting through
its Compensation Committee, for fiscal 2009 (the “Incentive
Plan”). As provided herein, the Incentive Plan
will be administered by the Haights Cross Board of Directors or
duly authorized committee thereof (the “Board of
Directors”).
II. Performance
Based Targets
Subject to the
terms and conditions set forth herein (including without limitation
the discretionary authority of the Board of Directors), payouts to
Participants under the Incentive Plan will be determined based upon
Haights Cross’ achievement of defined objectives (the
“Performance Based Targets”) and such
Participant’s applicable Target Incentive (as defined below),
as such Performance Based Targets and Target Incentive are
established by the Board of Directors.
III. Target
Bonuses and Incentive Payouts
The amount of a
Participant’s target bonus under the Incentive Plan is
determined as a percentage of the Participant’s annual base
compensation as established for such Participant (the “Target
Bonus ”). Unless otherwise expressly provided for,
each Participant’s Target Bonus is determined by such
individual’s title and/or role. Provided that
there has been 100% compliance with the financial covenant targets
to be included in the Performance Based Targets (the
“Financial Covenant Targets”), bonus payments, if any,
under the Incentive Plan range from 25% to 125% of the Target Bonus
as set forth in the following table:
|
Percentage of Achievement
of
Performance Based
Target*
|
Percentage of
Target Bonus
|
|
Less than
90%
|
0%
|
|
90%
|
25%
|
|
100%
|
100%
|
|
110% or
greater
|
125%
|
_____
* Does not
include any Financial Covenant Targets which must be 100% achieved
as a condition to paying any bonus.
The amount of a
Participant’s payout under the Incentive Plan is subject to
proportional adjustment for achievement of Performance Based
Targets within the ranges set forth in the above table. For example
the achievement of 95% of a P
