Exhibit
10.1
SOURCEFORGE,
INC.
FY 2009 EXECUTIVE OFFICER
INCENTIVE BONUS POLICIES
Purpose:
The purpose of
the Fiscal Year (“FY”) 2009 Executive Officer Incentive
Bonus Plan (the “Officer Plan”) is to recognize the
achievements of the senior management team of SourceForge,
Inc.
(the
“Company”) as compared to agreed financial
objectives.
Plan
Year:
For purposes of
this Officer Plan, the plan year will be divided equally into four
portions:
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First
Quarter of FY 2009 ,
which runs from August 1, 2008 through and including October 31,
2008;
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Second
Quarter FY 2009 ,
which runs from November 1, 2008 through and including January 31,
2009;
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Third
Quarter of FY 2009 ,
which runs from February 1, 2009 through and including April 30,
2009; and
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Fourth
Quarter FY 2009 ,
which runs from May 1, 2009 through and including July 31,
2009.
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Administration :
Except as
otherwise set forth in this Officer Plan, the Compensation
Committee of the Company’s Board of Directors (the
“Committee”) shall administer the Officer Plan and
shall have the exclusive and final discretionary authority and
power to determine employee eligibility to participate and receive
payment under this Officer Plan, to determine the amount of payment
under this Officer Plan, to construe terms and provisions of this
Officer Plan, and to exercise all other powers specified in this
Officer Plan or which may be implied from the provisions of this
Officer Plan. The Committee also reserves the right, in its sole
discretion, to determine individual Participant eligibility under
this Officer Plan.
The Committee
has the authority, in its discretion to amend and rescind any of
this Officer Plan’s terms or provisions, terminate this
Officer Plan, make individual Participant exceptions, and to make
all determinations necessary for the administration of this Officer
Plan.
Eligibility
:
The Committee
has the sole authority to determine eligibility under this Officer
Plan.
Participants in
the Officer Plan (a “Participant”) are selected for
participation in the Officer Plan by the Committee. Participants
must be executive officers of the Company throughout the applicable
quarter of FY 2009 in order to be eligible to receive such
quarter’s corresponding FY 2009 quarterly payment under the
terms of this Officer Plan (the “Fiscal Quarter
Bonus”).
Participants,
who become eligible during an applicable fiscal quarter of FY 2009
- through promotion or as new hires - will be eligible to join the
Officer Plan and may receive the corresponding Fiscal Quarter Bonus
on a pro-rata basis.
Participants
who are employed any portion of a fiscal quarter, but do not work
the entire fiscal quarter, due to a statutorily required leave of
absence (such as leave under the Pregnancy Disability Leave Act or
the Family Medical Leave Act/California Family Rights Act), will be
entitled to a pro-rata portion of their Fiscal Quarter Bonus based
on the proportion of time they were employed during that fiscal
quarter. To qualify for the Fiscal Quarter Bonus, the Participant
must be employed at the time of payout, as defined in the Officer
Plan.
Additionally,
if Participant is replaced with an interim executi
