Exhibit 10.3


 


AMENDED GUIDELINES AND
PROCEDURES FOR


 


TDS OFFICER BONUSES


 


Starting
with the 2009 performance year, sixty percent (60%) of each officer’s bonus
will be determined by his/her assessed performance. The remaining forty percent
(40%) will be based on the business units’ financial results, as determined by
their performance on meeting the targets contained in their approved senior
management bonus programs for the performance year.


 


INDIVIDUAL
PERFORMANCE BONUS (60% OF THE TARGET VALUE):


 


·      Decision
Making Components:


 


The supervising officer
will take into consideration the following factors:


 


·      The
officer’s overall performance for the year, to include:


 


·      His/her
assessed performance in carrying out his/her ongoing duties and
responsibilities, and all major initiatives for the year, including those that
arose during the performance year.


 


·      Interrelated
with the above, the performance feedback received from the officer’s direct
reports/key associates.


 


·      Such
additional factors as may be pertinent with respect to any particular officer’s
performance during the year. They could include such things as new and
substantive responsibilities assumed during the year; the caliber of the
executive’s leadership and development of his/her team, and overall supervisory
performance; and the development and maintenance of effective working
relationships with key associates, as well as across the enterprise and at all
organizational levels.


 


·      As
applicable, the executive’s level of pay in comparison with those holding
similar positions in companies of comparable size across American industry will
be taken into consideration in determining his/her total compensation for the
year (salary and bonus).


 


·      Rating
Procedure:


 


An officer’s bonus for
individual performance will be determined in accordance with the following
rating system:


 


	
  Performance

  Category

  	
   

  	
  Bonus as a % of

  Target Bonus

  
	
  Far
  exceeds reasonable performance standards.

  	
   

  	
  140% - 170%

  
	
  Significantly
  exceeds reasonable performance standards.

  	
   

  	
  100% - 140%

  
	
  Meets/Almost
  meets reasonable performance standards.

  	
   

  	
  80% - 110%

  
	
  Significantly
  below reasonable performance standards.

  	
   

  	
  0% - 80%

  



 

















 


COMPANY
PERFORMANCE BONUS (40%):


 


·      Methodology:


 


This bonus will be
determined as follows:


 


	
  Company

  	
   

  	
  Bonus Program Results

  as a % of Target Results

  	
   

  	
  Weighting

  	
   

  	
  Bonus %

  Earned

  	
   

  
	
  USCC

  	
   

  	
                

  	
  %

  	
  75

  	
  %

  	
                

  	
  %

  
	
  TDS
  Telecom

  	
   

  	
                

  	
  %

  	
  25

  	
  %

  	
                

  	
  %

  
	
  Total Bonus Earned

  	
   

  	
  100

  	
  %

  	
   

  	
   

  



 


EXAMPLE
OF HOW AN OFFICER’S BONUS WOULD BE CALCULATED:


 


·      Compensation
and Individual Performance Assumptions:


 


·      Salary:
$300,000


 


·      Target
Bonus Percentage: 30%


 


·      Individual
Performance rating: 120%


 


·      Target
Bonus Calculations Given Above Assumptions and New TDS Officer Bonus Ground
Rules:


 


·      For
Individual and Company Performance: $90,000 ($300,000 x .3 = $90,000).


 


·      For
Individual Performance: $54,000 ($90,000 x .6 = $54,000).


 


·      For
Company Performance: $36,000 ($90,000 x .4 = $36,000).


 


·      For
USCC Bonus Program Performance: $27,000 ($36,000 x .75 = $27,000).


 


·      For
TDS Telecom Bonus Program Performance: $9,000 ($36,000 x .25 = $9,000).


 


·      Bonus
Program Results Assumptions:


 


·      USCC
bonus program results, as a percent of targeted results: 90%


 


·      TDS
Telecom bonus program results, as a percent of targeted results: 105%


 

















 


·      Bonus
Earned Given Above Assumptions:


 


·      For
Individual Performance: $64,800 ($54,000 x 1.2).


 


·      For
Company Performance:


 


·      Bonus
percentage earned:


 


	
  Company

  	
   

  	
  Bonus Program

  Results as a % of

  Target Results

  	
   

  	
  Weighting

  	
   

  	
  Bonus %

  Earned

  	
   

  
	
  USCC

  	
   

  	
  90

  	
  %

  	
  75

  	
  %

  	
  67.5

  	
  %

  
	
  TDS Telecom

  	
   

  	
  105

  	
  %

  	
  25

  	
  %

  	
  26.3

  	
  %

  
	
   

  	
   

  	
   

  	
   

  	
  100

  	
  %

  	
  93.8

  	
  %

  



 


·      Dollar
bonus earned: $33,800 ($36,000 x .938).


 


·      For
Individual and Company Performance Total Bonus earned:


 


	
  ·

  	
  For Individual Performance:

  	
   

  	
  $

  	
  64,800

  	
   

  
	
  ·

  	
  For Company Performance:

  	
   

  	
  $

  	
  33,800

  	
   

  
	
   

  	
   

  	
  $

  	
  98,600

  	
   

  



 


In sum, with the above discussed method of
determining TDS officer bonuses, we will formally recognize the important
relationship between Company performance and the amount of TDS officers’
bonuses. However, 60% of each TDS officer’s annual bonus will be determined by
a thorough assessment of his/her performance. Thus, your accomplishments and
contributions, and those of the teams you lead, will continue to be the primary
determinant of your annual bonus awards.


 


Any bonus amount awarded with respect to a
performance year will be paid during the period commencing on the January 1
immediately following the performance year and ending on the March 15
immediately following the performance year. 
Notwithstanding the foregoing, in the event that payment by such March 15th
is administratively impracticable and such impracticability was unforeseeable
(in each case, such that payment continues to qualify as a “short-term deferral”
within the meaning of section 409A of the Internal Revenue Code), payment will
be made as soon as administratively practicable after such March 15th, but
in no event later than the December 31st immediately following the performance
year.  Payment will be made in the form
of a lump sum.


 


The preceding simply are guidelines.  Notwithstanding anything to the contrary,
100% of the bonus is discretionary, and an officer shall have no right or
expectation with respect to any bonus until TDS has determined whether a bonus
will be paid for a performance year.  The
bonus is not earned by the officer, nor does the officer have a legally binding
right to the bonus, unless and until the bonus amount, if any, is paid.