exv10w29






Exhibit 10.29







Leadership Corporate Incentive Plan

Tiers 1 through 4



Purpose of the Plan



The purpose of the Leadership Corporate Incentive Plan (the “Leadership Plan”) is to reward the
contributions of eligible employees of Advanced Energy Industries, Inc. and its subsidiaries (the
“Company”) for the successful accomplishment of specific Company objectives.



Annual performance objectives will be established each year by management, in consultation with the
Board of Directors, based on the Company’s long-term objectives. The key metrics will translate
the business strategy into defined targets against which actual results are measured.



Eligibility



All regular, full-time and part-time employees of the Company in Tiers 1 through 4 who are not
covered by any other bonus plan are eligible to participate in the Leadership Plan. To be eligible
for payment, eligible employees must sign and return a copy of the Plan thereby accepting the terms
of the Plan.



Notwithstanding anything in this Plan to the contrary, an individual shall not be eligible to
participate in the Plan if such individual (a) performs services for the Company and is classified
or paid as an independent contractor by the Company or (b) performs services for the Company
pursuant to an agreement between the Company and any other person or entity including an employee
leasing organization.



To earn and be eligible for a bonus payment, if any, an employee must be employed in the eligible
role as of October 1 during the applicable fiscal year, must have a satisfactory year-end
performance rating (“valued” or better), and must be employed and continue to be employed and
provide the services required of their position through the applicable bonus payment date.
Continuous employment shall include qualifying leaves of absence. An employee whose employment is
terminated, either voluntarily or involuntarily for cause (e.g., a violation of company policy),
prior to an applicable bonus payment date will not earn or be eligible to receive any payment.
Employees who become eligible to participate in the Plan after the beginning of the fiscal year
(promoted, hired, rehired or converted from a non-employee status) may be eligible for a bonus
payment on a prorated basis. If an eligible employee’s tier changes during the fiscal year, the
target percentage used in the calculation will reflect the tier the employee was in during the
majority of the fiscal year.



An employee who is actively employed during the entire fiscal year and is separated prior to the
payout date based on company-initiated action for reasons other than cause is eligible for a bonus.
Calculation of the bonus (see Individual Award Calculation), if any, is based on a performance
rating of “Valued (3);” an Individual Modifier of 1.00; and a Corporate Modifier based on actual
Company performance during the applicable fiscal year.



The Plan document is the property of Advanced Energy Industries, Inc. and must be kept confidential at all times.
Distribution and/or reproduction of the Plan outside the intended and approved use is strictly prohibited.




					
	 	 	 	 	 
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Company Bonus Pool



The Bonus Pool, if any, is used for payments under both the Employee Corporate Incentive Plan (the
“Employee Plan”) and the Leadership Plan. The size of the Company Bonus Pool will vary based on
the actual financial performance of the Company. The Company will fund a bonus pool equal to the
percentage of the Company’s annual operating income determined by the Board of Directors or
Compensation Committee of the Board of Directors (the “Committee”) each year. Individual bonuses
under the Leadership Plan will be awarded only if annual revenues exceed the revenue threshold set
each year and operating income margin exceeds the margin threshold set each year.



Individual Award Calculation



Individual performance objectives are established during the annual Performance Management process
and are linked to the Company-level objectives. Company-level objectives may be modified
throughout the year at the sole discretion of the Board of Directors of Committee, as necessary.
Following the end of each fiscal year, the managers will evaluate the performance of each eligible
employee in relation to individual performance objectives in order to determine the Performance
Rating for each participant; provided, however that such evaluation in respect of the Chief
Executive Officer shall be conducted by the Board of Directors. The Performance Rating will form
the basis for determining the Individual Modifier described below.



Potential bonus awards are calculated as a percentage of the participant’s year-end annualized base
salary.



A participant’s actual bonus award may vary above or below the targeted level based on the
manager’s (or, in the case of the Chief Executive Officer, the Board of Director’s) evaluation of
the participant’s performance in relation to his or her predetermined objectives. Each participant
may receive from 0% to 150% of his or her target bonus amount. An individual modifier of 150% is
considered exceptional and is unlikely to be earned regularly by any individual.



A participant’s actual bonus award may also vary above or below the targeted level based on the
actual financial performance of the Company. A Corporate Modifier will be utilized to adjust a
participant’s actual bonus award, up or down, based on the actual financial performance of the
Company.



Method and Timing of Payment — U.S. Only



Bonus payments, if any, will be paid as soon as practicable after the fiscal year-end review and
authorization of the payments by the Board of Directors or Committee. Notwithstanding the
foregoing, if the payment of any award at the time specified herein would result in the adverse tax
consequences described in Section 409A(a)(1) of the Internal Revenue Code (the “Code”) as a
result of the recipient’s status as a “specified employee” (within the meaning of Section 409A of
the Code), the time of such payment shall be automatically delayed to the minimum extent necessary
so that Section 409A(a)(1) of the Code will not apply. The Company will withhold



The Plan document is the property of Advanced Energy Industries, Inc. and must be kept confidential at all times.
Distribution and/or reproduction of the Plan outside the intended and approved use is strictly prohibited.




					
	 	 	 	 	 
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federal income
tax at the flat IRS supplemental wage rate plus applicable employment taxes and state taxes for
bonus payments. For all benefits purposes such as Short-term Disability, Long-term Disability or
Life Insurance, earnings and/or income is defined by the plan documents governing those plans.
Incentive awards are considered eligible earnings for 401(k) contributions if the employee has
previously elected a bonus deferral percentage.



Administration



The Board of Directors or Committee will be responsible for the administration of the Plan. The
Board of Directors or Committee is authorized to interpret the Plan, to prescribe, amend, and
rescind rules and regulations deemed advisable, and to make all other administrative determinations
necessary. Any decision of the Board of Directors or Committee in the interpretation and
administration of the Plan, as described herein, shall lie within its sole and absolute discretion
and shall be final, conclusive and binding on all parties concerned.



General



The Company reserves the right to define Company performance and individual performance and to
review, revise, amend, or terminate the Plan at any time without notice at its sole discretion.
Only the Board of Directors has the ability to modify the Plan, and all modifications to the Plan
must be in writing and approved by the Board of Directors. This Plan document supersedes any
previous document you may have received.



The Company shall not be required to fund or otherwise segregate any cash or any other assets which
may at any time be paid to participants under the Plan. The Plan shall constitute an “unfunded”
plan of the Company.



In the event of any conflict between a participant’s employment agreement with the Company and this
Plan, the terms of the participant’s employment agreement will control.



The provisions contained in this Plan set forth the entire understanding of the Company with
respect to the Plan and supersede any and all prior communications between the Company and any
employee with respect to the Plan.



The Plan document is the property of Advanced Energy Industries, Inc. and must be kept confidential at all times.
Distribution and/or reproduction of the Plan outside the intended and approved use is strictly prohibited.




					
	 	 	 	 	 
	Confidential
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	 	February 2009