from 10-K
1 page
Memorandum Date: November 17, 1997 To: Tom Ebling From: Jonathan Crane Re: Fiscal 1998 Compensation This Memo Describes Your Plan for Fiscal 1998. the Term of Your Plan Is for the Period October 1, 1997 to September 30, 1998. I. Base Salary Your Base Salary Will Be US$175,000.00 Annually Paid in Accordance With Marcam's Payroll Policies. II. Variable Bonus Quarterly Measurement Factor Your Budgeted Annual Executive Bonus Is US$125,000.00 (US$31,250.00 Per Quarter) for Fiscal 1998. in Fiscal 1998 Your Executive Bonus Will Be Paid as Follows: 30% on the Basis of Approved Expense Budget ("Expenses"); 30% Based on Achieving Corporate EPS Target,(as Reported Publicly); 40% on Deliverables. Calculation and Payment of Your Variable Bonus Will Be on a Quarterly Basis. Your Plan Consists of Separate Quarterly Plans. Each Quarter's Plan Stands Alone. This Means That Results From a Quarter Cannot Be Carried Forward or Backwards to Count Toward Another Quarter's Plan. You Are Eligible to Receive the Quarterly Portion of Your Executive Bonus Based Upon the Quarterly Achievement of the Measurement Factors (Exhibit 1) as Follows: % of Budget Attainment % of Incentive Per % of Budget 0% - 49.99% 0% 50% - 99.99% 2.0% Per 1.0% 100% - 150% 2.0% Per 1.0% Achievements Over 150% of Assigned Targets Will Be Rewarded by Consideration for Additional Stock Option Grants at the Conclusion of the Fiscal Year. Marcam Confidential <page> III. Other Termination/Resignation: In the Case of Termination of Employment Your Incentive Compensation Will Be Payable as Follows: If Termination/Resignation Occurs Prior to the Last Day of the Quarter, Your Quarterly Incentive Bonus Will Be Forfeited. Marcam Reserves the Right to Change This Plan at Any Time Within Marcam's Sole Discretion. Please Sign Both Copies of This Plan and Return One Signed Copy to Melissa Basteri, Newton Human Resources, for Our Records. /S/ Tom Ebling - Tom Ebling Marcam Confidential
