exv10w16



 





EXHIBIT 10.16




PLUMTREE SOFTWARE, INC.




2004 EMPLOYEE BONUS PLAN




1. EFFECTIVE DATE; PURPOSE OF THE PLAN



     1.1 Effective Date. Plumtree Software, Inc. and its wholly-owned
subsidiaries (the “Company”) adopted the 2004 Employee Bonus Plan (the “Plan”)
effective as of January 1, 2004.



     1.2 Purpose. The purpose of the Plan is to increase stockholder value and
promote the success of the Company by ensuring that the efforts of key
employees are aligned with Company strategy and vision. By providing incentive
compensation for key employees, the Plan will enable the Company to attract,
retain and reward critical skills and high performing employees, thereby
leveraging and sustaining the Company’s competitive advantages.



2. ADMINISTRATION OF THE PLAN



     2.1 Administrator. The Plan will be administered by the Company’s Board
of Directors (the “Board,” and the “Plan Administrator”); provided, however,
that the Board may delegate to any officer or officers of the Company the
responsibility (in whole or in part) for Plan administration.



     2.2 Powers of the Administrator. The interpretation and construction of
the Plan and the adoption of rules and regulations for administering the Plan
will be made by the Plan Administrator. The Plan Administrator will have all
powers and discretion necessary or appropriate to administer the Plan and to
control its operation, including, but not limited to, the power to (1)
determine which employees will be granted bonuses, (2) prescribe the terms and
conditions of bonuses, (3) interpret the Plan and the bonuses, (4) adopt rules
for the administration, interpretation and application of the Plan as are
consistent therewith, and (5) interpret, amend or revoke any such rules.
Decisions of the Plan Administrator will be final and binding on all parties
who have an interest in the Plan.



     2.3 Modification, Suspension and Termination. The Company reserves the
right to modify, amend, suspend or terminate the Plan at any time and for any
reason. The amendment, suspension or termination of the Plan will not, without
the consent of any participant, alter or impair any rights or obligations under
any bonus already earned. No bonus may be awarded during any period of
suspension or after termination of the Plan.



3. DETERMINATION OF PARTICIPANTS



     3.1 Eligible Individuals. An individual employed by the Company who has
been notified by the Company’s HR department will be eligible to participate in
the Plan. Notwithstanding the foregoing, an individual will not be eligible to
participate in the Plan if the individual is on another incentive compensation
plan (including, but not limited to, a Company sales commission plan).
Individuals designated as participants will be referred to as “Participants.”



     3.2 Termination of Employee Status. For purposes of the Plan, and unless
otherwise determined by the Plan Administrator it its discretion, an individual
will be considered an employee for so long as such individual remains employed,
on a full-time basis by the Company.



4. DETERMINATION OF AWARDS



     4.1 Amount of Target Bonus. The Plan Administrator will determine each
Participant’s target bonus; provided, however, that the total amount of all
target bonuses may not exceed an amount determined by the Plan Administrator.



 









 





     4.2 Performance Goals. A portion (as determined by Plan Administrator) of
a target bonus will be earned by achieving individual or team goals (the
“Individual Performance Portion”). The remaining portion of a target bonus
will be earned if the Company meets Company-specific performance objectives
(the “Company Performance Portion”). The allocation of the target bonus among
the Individual Performance Portion and Company Performance Portion may be
established by the Plan Administrator for all eligible Participants or
individually for certain Participants.



          (a) Individual Performance Portion. Every Participant will develop and
establish quarterly goals in conjunction with the Participant’s manager. The
goals, recommended to be between three and five in number, must be approved by
the Participant’s manager, who will assign relative weights to each goal.



          (b) Company Performance Portion. Annual Company goals, based on revenue
and earnings per share and other criteria as may be determined by the Plan
Administrator will be set by the Plan Administrator; provided, however, that no
Company goal will be deemed achieved if pro-forma earnings per share is less
than an amount set by the Company at the beginning of each year. Company goals
may be amended or modified at any time (including the minimum threshold on
pro-forma earnings per share).



5. PAYMENT OF AWARDS



     5.1 Individual Performance Portion. The Individual Performance Portion of
a target bonus will be earned on a quarterly basis, based on the Participant’s
achievement of his or her specified goals and the weightings assigned to each
goal. A Participant must achieve a weighted average of at least 50% of his or
her quarterly goals, as determined by and in the discretion of the
Participant’s manager, to earn a payment. A Participant may earn no more than
100% of the Individual Performance Portion of his or her target bonus as a
result of meeting or exceeding individual goals.



     5.2 Company Performance Portion. The Company Performance Portion of a
target bonus will be earned on an annual basis, subject to the Company meeting
the performance criteria established by the Plan Administrator pursuant to
Section 4.2(b). A Participant may be entitled to payments in excess of target
bonus amounts if the Company’s performance exceeds targets. A Participant must
average at least a 50% rating with respect to his or her individual goals (over
the course of the annual Company performance period) to be eligible to receive
the Company Performance Portion.



     5.3 Pro-Rata Eligibility. Participants who become eligible during a
quarter must be employed for at least two (2) months during the quarter to
receive a quarterly bonus. Quarterly bonuses (the Individual Performance
Portion) will be pro-rated based on the amount of time the Participant was
bonus-eligible during the quarter. In addition, Participants who become
eligible during the annual period during which Company performance is measured
must have been an eligible individual for at least six (6) months prior to the
end of the annual period to receive an annual bonus. Annual bonuses (the
Company Performance Portion) will be pro-rated based on the amount of time the
Participant was bonus-eligible during the annual period.



     5.4 Timing and Form of Payment. Bonuses will be paid as soon as
administratively practicable after the end of the applicable period (quarterly
or annually). A Participant must be employed on the last day of the applicable
period to receive a payment. Payment will be made by payroll check, which is
separate from the Participant’s regular payroll check, and will be subject to
applicable federal, state and local tax withholding. Notwithstanding anything
in the Plan to the contrary, the Plan Administrator, in its sole discretion,
may decide at any time and for any reason, on a per-Participant basis, that
bonuses may be reduced or no bonuses will be paid.



6. GENERAL PROVISIONS



     6.1 Funding Obligations. No amounts awarded or accrued under this Plan
will actually be funded, set aside or otherwise segregated prior to payment.
The obligation to pay bonuses will at all times be an unfunded and unsecured
obligation of the Company. Participants will have the status of general
creditors and may look solely to the general assets of the Company for the
payment of their bonuses.



 









 





     6.2 Transferability. No Participant will have the right to alienate,
pledge or encumber his or her interest in this Plan, and such interest will not
(to the extent permitted by law) be subject in any way to the claims of the
Participant’s creditors or to attachment, execution or other process of law.



     6.3 Beneficiaries. A Participant may designate a beneficiary to receive
any bonuses earned up to the time of death. If such designation is not made,
the beneficiary named for regular employee benefit plans will be deemed to be
the name beneficiary.



     6.4 Continuing Employment Status. Neither the action of the Company in
establishing the Plan, nor any action taken under the Plan by the Plan
Administrator, nor any provision of the Plan itself will be construed to grant
any Participant the right to remain in the employ of the Company for any period
of specific duration. Each eligible employee will remain an “at-will”
employee, which means that either such eligible employee or the Company may
terminate the employment relationship at any time for any reason, with or
without cause.



     6.5 Integration. The Plan will be the full and complete agreement between
the eligible employees and the Company on the terms described herein.



     6.6 Validity. In the event any provision of the Plan is held illegal or
invalid for any reason, the illegality or invalidity will not affect the
remaining parts of the Plan, and the Plan will be construed and enforced as if
the illegal or invalid provision had not been included.



     6.7 Applicable Law. The granting of bonuses under the Plan will be
subject to all applicable laws, rules and regulations, and to such approvals by
any governmental agencies or national securities exchanges as may be required.
The Plan and all bonuses will be construed in accordance with and governed by
the laws of the State of California, without regard to the conflict of law
provisions.