Exhibit
10.8


 


Delaware
North Companies, Inc.


Target
Incentive Plan Document


 


Plan Objective


 


The purpose of the incentive plan
(hereinafter referred to as the “incentive plan”) is to provide an opportunity
through which the company can reward the performance of eligible associates for
achievement of financial and business objectives.


 


Definitions


 


“Incentive” means an award, with adjustments
(if any), paid pursuant to the provisions of the incentive plan.


 


“Financial Plan Target” means the financial
measure that actual financial results will be compared to for purposes of
determining incentive eligibility. The financial plan target is the annual
financial plan developed by the subsidiary, unit or department for the
applicable plan year, approved by the applicable level of management. DNC
corporate finance will review any necessary adjustments to the financial plan
target during the plan year based on new business, loss of business, or other
extraordinary circumstances. Senior management will approve any adjustments to
the financial plan target. If a new unit is acquired during a calendar year and
no approved profit plan has been prepared for that unit, a pro-forma for the
new unit will be used for the remainder of that calendar year, and bonus
compensation will be calculated based on the year-end financial results of the
unit compared to the pro-forma.


 


“Committee” means the compensation committee
consisting of members of the board of directors.


 


“Eligible Associates” are associates working
in the positions that have been approved by the committee as incentive
eligible.


 


“Plan Year” means the 12-month period
beginning January 1st and ending December 31st.


 


“Eligible Compensation” means base salary as
of December 31st of the plan year.


 


“Retirement” means an eligible associate who
terminates employment with a minimum age of 65 and at least five years of
service or 55 with at least 10 years of service and does not accept employment
with another employer.


 


“Incentive Target” is that percentage of an
associate’s eligible compensation, which will be partially or fully paid if
financial and business objectives are achieved at the levels pre-established by
the committee.


 


 


 


	
   

  	
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  Issued
  June 2004

  



 

















 


 


 


Administration of the Incentive
Plan


 


The committee has the sole authority to
interpret and administer the incentive plan in accordance with determinations
adopted by it.


 


Eligibility


 


Eligibility to participate in the incentive
plan is limited to associates employed in positions that have been approved by
the committee as incentive eligible.


 


Eligible associates must be actively employed
on the day the incentive is paid out (on or about March 15th of the year
following the plan year) to receive an incentive payment. Eligible associates
who are hired, promoted, or transferred during the plan year into an incentive
eligible position may be awarded a pro-rata incentive payment earned during the
plan year based upon full months of service in the eligible position during the
plan year. An associate who is on an approved leave of absence will receive
payment upon return to work.


 


Eligible associates must be employed in the
current incentive eligible position for at least sixty (60) days in the plan
year to be eligible for a pro-rata payment.


 


An associate who is eligible for retirement
and retires during the plan year will be eligible to receive a pro-rata
incentive payment earned during that plan year based on the number of full
months he or she was employed during the plan year.


 


Eligible associates who are on an approved leave
of absence during the plan year will be eligible for pro-rata incentive payment
based on full months of service during the plan year unless otherwise
prohibited by law.


 


The pro-rata incentive for full months of
service will be calculated according to the following schedule:


 


	
  Full Months of Service

  	
   

  	
  Hired or
  Promoted

  	
   

  	
  Retirement
  or Leave of Absence

  
	
  January

  	
   

  	
  100%
  of target

  	
   

  	
  8%
  of target

  
	
  February

  	
   

  	
  92%
  of target

  	
   

  	
  17%
  of target

  
	
  March

  	
   

  	
  83%
  of target

  	
   

  	
  25%
  of target

  
	
  April

  	
   

  	
  75%
  of target

  	
   

  	
  33%
  of target

  
	
  May

  	
   

  	
  67%
  of target

  	
   

  	
  42%
  of target

  
	
  June

  	
   

  	
  58%
  of target

  	
   

  	
  50%
  of target

  
	
  July

  	
   

  	
  50%
  of target

  	
   

  	
  58%
  of target

  
	
  August

  	
   

  	
  42%
  of target

  	
   

  	
  67%
  of target

  
	
  September

  	
   

  	
  33%
  of target

  	
   

  	
  75%
  of target

  
	
  October

  	
   

  	
  25%
  of target

  	
   

  	
  83%
  of target

  
	
  November

  	
   

  	
  17%
  of target

  	
   

  	
  92%
  of target

  
	
  December

  	
   

  	
  0%
  of target

  	
   

  	
  100%
  of target

  



 


 


	
   

  	
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An eligible associate who transfers into a
position with a different incentive target will be eligible for a pro-rata
incentive based on the number of months in each eligible position in accordance
with the schedule above. If a transfer occurs mid-month, the incentive target
for the position that the associate was in the majority of the days in the
month will apply for that month.


 


An eligible associate who transfers into a
position that is not incentive eligible will be eligible for a pro-rata
incentive based on the number of full months of service in the eligible
position during the plan year in accordance with the schedule above.


 


Eligible associates who are on a corrective counseling
plan may not be eligible for an incentive payment based on the nature and
severity of the issue. Associates that have received an indefinite counseling
in the plan year for which the incentive is being paid, or in the period
following the plan year before payment is made, will not be eligible for an
incentive payment.


 


Additionally, evidence of any lack of
compliance with a law, regulation, policy or accounting standard will result in
a reduction or elimination of an associate’s incentive payment based on the
compensation committee’s assessment of the issue, the eligible associate’s
culpability, and potential exposure to DNC. Issue of the above nature not
reported in a voluntary manner will be more heavily weighted.


 


Associate Incentive Potential


 


Incentive targets will be recommended by home
office human resources and approved by the committee.


 


Incentive Measurement


 


Senior management will provide guidance
annually on business strategies from which financial and business objectives
will be developed for each incentive eligible associate. The immediate manager
of each eligible associate will be responsible for ensuring that financial and
business objectives are established based on senior management’s direction and
that performance against those objectives is measured.


 


The weight of financial and business
objectives for purposes of incentive eligibility may change annually based on
business strategies.


 


Calculation of Associate
Incentive Payments


 


Payment for achievement of financial
objectives will be calculated using a pre-determined minimum threshold and
scale of actual performance relative to the financial plan target for the
eligible associate’s financial scope of responsibility. The committee may
approve other financial objectives and metrics for specific positions based on
business objectives. The corporate finance group will review the calculation of
actual performance to financial


 


	
   

  	
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plan target for each department, subsidiary,
business unit or group prior to senior management’s approval of payment for
financial objective achievement.


 


The eligible associate’s immediate manager
will evaluate payment for business objectives using the pre-determined metrics
approved by senior management.


 


Based upon the assessment of actual
performance relative to the financial and business objectives, a recommended incentive
payment will be calculated, approved by the next two levels of management, and
submitted to the committee for final approval. The committee has the sole discretion
to approve or adjust the amount. Decisions made by the committee are final and
binding.


 


Method of Incentive Payment


 


The incentive payment will be calculated
based upon a percentage of eligible compensation and will be paid in a lump sum
after the completion of the annual audit, on or about March 15th of the year
following the plan year.


 


All incentive payments will be subject to
applicable tax and withholdings.


 


Effect of Benefit Plans


 


Approved incentive amounts will not be
included in the computation of health & welfare or 401(k) benefits unless
otherwise stated in a benefit plan document or as required by statute.


 


Determinations of the Committee


 


The committee will, subject to the provisions
of the incentive plan, establish processes and make determinations and will take
such other action in connection with or in relation to accomplishing the
objectives of the incentive plan, as it deems necessary or advisable.


 


Amendment and Termination


 


The committee reserves the rights to suspend,
amend or terminate the incentive plan at any time without prior consent or
notification to participants.


 


	
   

  	
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