exv10w26






Exhibit 10.26




2009 PRG-Schultz

Performance Bonus Plan








Please note that information contained in this document is proprietary and confidential, as
defined in your employment agreement and/or the PRG-Schultz Employee Handbook. Employees are
reminded that confidential, sensitive or proprietary information concerning PRG-Schultz must not be
used in any manner that is unauthorized or detrimental to the best interests of PRG-Schultz. No
unauthorized distribution is permitted.






 









 








PRG-Schultz Performance Bonus Plan




	 	 	 	 	 
	I. Plan Overview
	 	 	3	 
	A. Philosophy
	 	 	3	 
	B. Plan Objectives
	 	 	3	 
	C. Effective Period
	 	 	3	 
	D. Eligibility
	 	 	3	 
	II. Plan Description
	 	 	3	 
	A. Target Bonus and Maximum Bonus
	 	 	3	 
	B. Actual Bonus to be Paid: The Concept
	 	 	4	 
	C. Calculation of Total Bonus Pool
	 	 	5	 
	D. Calculation of Initial Bonus Amounts
	 	 	6	 
	E. Allocation of Total Bonus Pool to Bonus Eligible Employees
	 	 	13	 
	F. Qualification for and Payment of Bonuses
	 	 	13	 
	III. Plan Interpretation and Administration
	 	 	14	 
	IV. Plan Acknowledgement Form
	 	 	15	 





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PRG-Schultz Performance Bonus Plan






	I.	 	Plan Overview






	 	A.	 	Philosophy
	 
	 	 	 	PRG-Schultz, as an organization of professionals, believes that its senior leaders
should have common objectives and should share together in the profits created by their
combined efforts as a team. In addition, the company wants to encourage its leadership
to achieve desired results and to strive for excellence through exemplary behaviors,
creativity, innovation and teamwork.
	 
	 	B.	 	Plan Objectives
	 
	 	 	 	The PRG-Schultz 2009 Performance Bonus Plan (the Plan) promotes the following:






	 	•	 	Achievement of PRG-Schultz business and financial objectives
	 
	 	•	 	Collaboration throughout the organization
	 
	 	•	 	Customer/client relations
	 
	 	•	 	Development of PRG-Schultz leaders






	 	C.	 	Effective Period
	 
	 	 	 	The Plan is effective from January 1, 2009 through December 31, 2009.
	 
	 	D.	 	Eligibility
	 
	 	 	 	Full-time, salaried PRG-Schultz employees whose positions are assigned a Level 14E or
higher in the PRG-Schultz U.S. salary grade structure and employees that hold positions
of a comparable level in PRG-Schultz’s non-U.S. operations are eligible to participate
in the Plan (Bonus Eligible Employees). The term “Bonus Eligible
Positions” refers to the positions described in this paragraph.






	II.	 	Plan Description
	 
	 	 	The Plan provides for a bonus payment in 2010 (payable in a lump sum, net of tax
withholdings, on or before March 15, 2010) to Bonus Eligible Employees upon the achievement
by the company and, in certain cases, the business unit of the Bonus Eligible Employees of
certain 2009 financial objectives, subject also to the achievement of certain
management-based objectives (MBOs) for the CEO and certain of the CEO’s direct
reports.






	 	A.	 	Target Bonus and Maximum Bonus
	 
	 	 	 	Each Bonus Eligible Position has associated with it a specific target bonus (Target
Bonus) and a maximum bonus (Maximum Bonus).






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PRG-Schultz Performance Bonus Plan




	 	 	 	The sum of the Target Bonuses for all Bonus Eligible Positions is the “Target Bonus
Pool” for the company as a whole. The sum of the Maximum Bonuses for all Bonus
Eligible Positions is the “Maximum Bonus Pool” for the company as a whole.
	 
	 	B.	 	Actual Bonus to be Paid: The Concept
	 
	 	 	 	The actual bonus to be paid to any Bonus Eligible Employee will be a function of the
following factors:






	 	•	 	The Total Bonus Pool (based on the adjusted EBITDA for 2009 of the company as
described below) earned by the company for payment to Bonus Eligible Employees as
a group. The sum of all bonuses paid to all Bonus Eligible Employees under the
Plan cannot, under any circumstances, exceed the Total Bonus Pool. The Total
Bonus Pool cannot, under any circumstances, exceed the Maximum Bonus Pool.
	 
	 	•	 	The Business Unit to which the Bonus Eligible Employee is assigned and whether
or not the Bonus Eligible Employee has been assigned MBOs. For purposes of this
Plan, there are four Business Units (with Recovery Audit further subdivided by
geographic region — United States, Canada, Latin America, Europe and Asia-Pacific
 — or some combination of such listed geographic regions):






	 	•	 	Corporate/Functional
	 
	 	•	 	Recovery Audit (by geographic region)
	 
	 	•	 	New Services/Consulting
	 
	 	•	 	Healthcare






	 	•	 	For Bonus Eligible Employees without MBOs in the Recovery Audit (by geographic
region) and Healthcare Business Units, the adjusted EBITDA for 2009 of the
Business Unit to which the Bonus Eligible Employee is assigned compared to the
budgeted adjusted EBITDA for 2009 of the Business Unit.
	 
	 	•	 	For Bonus Eligible Employees without MBOs in the New Services/Consulting
Business Unit, the adjusted EBITDA and revenues for 2009 of the Business Unit
compared to the budgeted adjusted EBITDA and revenues for 2009 of the Business
Unit.
	 
	 	•	 	For Bonus Eligible Employees with MBOs in the Recovery Audit (by geographic
region) and Healthcare Business Units, the adjusted EBITDA for 2009 of the
Business Unit to which the Bonus Eligible Employee is assigned compared to the
budgeted adjusted EBITDA







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PRG-Schultz Performance Bonus Plan





	 	 	 	for 2009 of the Business Unit and the achievement of the MBOs assigned to the Bonus
Eligible Employee.
	 
	 	•	 	For Bonus Eligible Employees with MBOs in the New Services/Consulting Business
Unit, the adjusted EBITDA and revenues for 2009 of the Business Unit compared to
the budgeted adjusted EBITDA and revenues for 2009 of the Business Unit and the
achievement of the MBOs assigned to the Bonus Eligible Employee.
	 
	 	•	 	For Bonus Eligible Employees with MBOs in the Corporate/Functional Business
Unit, the achievement of the MBOs assigned to the Bonus Eligible Employee.
	 
	 	•	 	The portion of the Total Bonus Pool then allocated to each Bonus Eligible
Employee.






	 	C.	 	Calculation of Total Bonus Pool
	 
	 	 	 	For purposes of this Plan the term “adjusted EBITDA” means earnings before (1)
interest, taxes, depreciation and amortization and (2) unusual and other significant
items that management views as distorting operating results, such as severance
expenses, expenses associated with dark leases, and stock-based compensation expenses.
	 
	 	 	 	The Total Bonus Pool is a function of the company’s total adjusted EBITDA for 2009 as
compared to the total adjusted EBITDA for 2009 included in the company’s 2009 budget
approved by the company’s board of directors ($30,483,000).
	 
	 	 	 	If actual 2009 adjusted EBITDA is less than 85% of the budgeted adjusted EBITDA
for 2009 ($25,911,000), the Total Bonus Pool available for payment of bonuses
under this Plan will be zero.
	 
	 	 	 	If actual 2009 adjusted EBITDA is equal to 85% of the budgeted adjusted EBITDA
for 2009 ($25,911,000), the Total Bonus Pool available for payment of bonuses
under this Plan will be equal to 50% of the Target Bonus Pool.
	 
	 	 	 	If actual 2009 adjusted EBITDA is equal to 100% of the budgeted adjusted EBITDA
for 2009 ($30,483,000), the Total Bonus Pool available for payment of bonuses
under this Plan will be equal to the Target Bonus Pool.
	 
	 	 	 	If actual 2009 adjusted EBITDA is equal to or greater than 115% of the budgeted
adjusted EBITDA for 2009 ($35,055,000), the Total Bonus Pool available for
payment of bonuses under this Plan will be equal to the Maximum Bonus Pool.





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PRG-Schultz Performance Bonus Plan





	 	 	 	If actual 2009 adjusted EBITDA is between 85% and 100% or between 100% and
115% of the budgeted adjusted EBITDA for 2009, the Total Bonus Pool available for
payment of bonuses under this Plan will be calculated on a pro rata basis consistent
with the foregoing determinations of the Total Bonus Pool. Notwithstanding anything to
the contrary in this Plan, under no circumstances will the Total Bonus Pool exceed the
Maximum Bonus Pool.
	 
	 	D.	 	Calculation of Initial Bonus Amounts
	 
	 	 	 	Step 1 — All Business Units.
	 
	 	 	 	The Total Bonus Pool determined in II.C. above shall be allocated preliminarily among
all Bonus Eligible Employees, pro rata, based on the respective Target or Maximum
Bonus, or portion thereof, of each Bonus Eligible Employee that comprises the Total
Bonus Pool. The preliminary bonus allocated to each Bonus Eligible Employee in this
Step 1 then will be adjusted as described in Steps 2 through 7 below to determine the
initial bonus amount for each Bonus Eligible Employee, which then will be used to
allocate a portion of the Total Bonus Pool to the Bonus Eligible Employee in II.E.
below.
	 
	 	 	 	Step 2 — Recovery Audit and Healthcare Business Units (Without MBOs).
	 
	 	 	 	The preliminary bonus amount for each Bonus Eligible Employee without MBOs in the
Recovery Audit (by geographic region) and Healthcare Business Units determined in Step
1 above then shall be adjusted to equal the sum of (i) 50% of the preliminary bonus
amount determined in Step 1 above and (ii) the 2.A. amount determined below based upon
the total adjusted EBITDA for 2009 of the Business Unit (by geographic region for
Recovery Audit) as compared to the total adjusted EBITDA for 2009 included in the
company’s 2009 budget for the Business Unit (by geographic region for Recovery Audit)
approved by the company’s board of directors, as follows:
	 
	 	 	 	The 2.A. amount based upon adjusted EBITDA shall equal —
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is less than 85% of the budgeted adjusted EBITDA for 2009, the 2.A.
amount will be zero.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to 85% of the budgeted adjusted EBITDA for 2009, the 2.A.
amount will be 25% of the preliminary bonus amount determined in Step 1 above.





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PRG-Schultz Performance Bonus Plan




	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to 100% of the budgeted adjusted EBITDA for 2009, the 2.A.
amount will be 50% of the preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to or greater than 115% of the budgeted adjusted EBITDA for
2009, the 2.A. amount will be 100% of the preliminary bonus amount determined in Step 1
above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is between 85% and 100% or between 100% and 115% of the budgeted
adjusted EBITDA for 2009, the 2.A. amount will be calculated on a pro rata basis
consistent with the foregoing determinations of the amount.
	 
	 	 	 	Step 3 — New Services/Consulting Business Unit (Without MBOs).
	 
	 	 	 	The preliminary bonus amount for each Bonus Eligible Employee without MBOs in the New
Services/Consulting Business Unit determined in Step 1 above then shall be adjusted to
equal the sum of (i) 50% of the preliminary bonus amount determined in Step 1 above,
(ii) the 3.A. amount as determined below based upon the total adjusted EBITDA for 2009
of the Business Unit as compared to the total adjusted EBITDA for 2009 included in the
company’s 2009 budget for the Business Unit, and (iii) the 3.B. amount as determined
below based upon the total revenues for 2009 of the Business Unit as compared to the
total revenues for 2009 included in the company’s 2009 budget for the Business Unit, as
follows:
	 
	 	 	 	The 3.A. amount based upon adjusted EBITDA shall equal —
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is less than 85% of the
budgeted adjusted EBITDA for 2009, the 3.A. amount will be zero.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to 85% of the
budgeted adjusted EBITDA for 2009, the 3.A. amount will be 12.5% of the preliminary
bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to 100% of the
budgeted adjusted EBITDA for 2009, the 3.A. amount will be 25% of the preliminary bonus
amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to or greater than
115% of the budgeted adjusted EBITDA for 2009, the 3.A. amount will be 50% of the
preliminary bonus amount determined in Step 1 above.






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PRG-Schultz Performance Bonus Plan




	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is between 85% and 100% or
between 100% and 115% of the budgeted adjusted EBITDA for 2009, the 3.A. amount
will be calculated on a pro rata basis consistent with the foregoing determinations of
the amount.
	 
	 	 	 	The 3.B. amount based upon revenues shall equal —
	 
	 	 	 	If actual 2009 revenues for the Business Unit is less than 85% of the budgeted
revenues for 2009, the 3.B. amount will be zero.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to 85% of the budgeted
revenues for 2009, the 3.B. amount will be 12.5% of the preliminary bonus amount
determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to 100% of the budgeted
revenues for 2009, the 3.B. amount will be 25% of the preliminary bonus amount
determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to or greater than 115%
of the budgeted revenues for 2009, the 3.B. amount will be 50% of the preliminary bonus
amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is between 85% and 100% or
between 100% and 115% of the budgeted revenues for 2009, the 3.B. amount will
be calculated on a pro rata basis consistent with the foregoing determinations of B.
	 
	 	 	 	Step 4 — Corporate/Functional Business Unit (Without MBOs).
	 
	 	 	 	For each Bonus Eligible Employee without MBOs in the Corporate/Functional Business
Unit, the initial bonus amount for such Bonus Eligible Employee shall be the
preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	Step 5 – Recovery Audit and Healthcare Business Units (With MBOs).
	 
	 	 	 	For each Bonus Eligible Employee with MBOs in the Recovery Audit (by geographic region)
and Heathcare Business Units, the preliminary bonus amount determined in Step 1 above
then shall be adjusted to equal the sum of the 5.A. and 5.B. amounts as described
below.
	 
	 	 	 	The 5.A. amount based upon adjusted EBITDA shall equal —
	 
	 	 	 	The sum of (i) 35% of the preliminary bonus amount determined in Step 1 above and (ii)
the 5.A.(1). amount determined below based upon the total adjusted EBITDA for 2009 of
the Business Unit to which the Bonus Eligible Employee is assigned as compared to the
total adjusted EBITDA for 2009 included in the company’s 2009 budget for the






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PRG-Schultz Performance Bonus Plan




	 	 	 	Business Unit (by geographic region for Recovery Audit) approved by the company’s board
of directors, as follows:
	 
	 	 	 	The 5.A.(1). amount based upon adjusted EBITDA shall equal —
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is less than 85% of the budgeted adjusted EBITDA for 2009, the 5.A.(1).
amount shall be zero.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to 85% of the budgeted adjusted EBITDA for 2009, the 5.A.(1).
amount shall be 17.5% of the preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to 100% of the budgeted adjusted EBITDA for 2009, the 5.A.(1).
amount shall be 35% of the preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is equal to or greater than 115% of the budgeted adjusted EBITDA for
2009, the 5.A.(1). amount shall be 70% of the preliminary bonus amount determined in
Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit (by geographic region for Recovery
Audit) is between 85% and 100% or between 100% and 115% of the budgeted
adjusted EBITDA for 2009, the 5.A.(1). amount shall be calculated on a pro rata basis
consistent with the foregoing determinations of such amount.
	 
	 	 	 	The 5.B. amount based upon MBOs shall equal —
	 
	 	 	 	The 5.B. amount will be determined as described below based upon the achievement of the
MBOs assigned to the Bonus Eligible Employee. Each such Bonus Eligible Employee will
have three MBOs, the achievement of each which will determine the adjustments to 10% of
the aggregate 30% of the preliminary bonus amount determined in Step 1 above for the
Bonus Eligible Employee. The achievement of each MBO will be scored based on the
achievement chart below.





Achievement Scale




	 	 	 	 	 	 	 
	0

	 	 	0	%	 	Did not Meet
	1

	 	 	80	%	 	Met Some
	2

	 	 	100	%	 	Met
	3

	 	 	110	%	 	Exceeded
	4

	 	 	115	%	 	Super Exceeded






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PRG-Schultz Performance Bonus Plan





	 	 	 	For example, for MBO #1, if the Bonus Eligible Employee has determined to have
“Exceeded” expectations, the MBO will be scored a 3 and 10% of the preliminary bonus
amount for such Bonus Eligible Employee determined in Step 1 above that is assigned to
MBO #1 shall be multiplied by 110% to determine the adjustment for that 10% portion of
the preliminary bonus amount determined in Step 1 above. The foregoing calculation
shall be made for each Bonus Eligible Employee and each MBO assigned to the Bonus
Eligible Employee. The initial bonus amounts for the three MBOs then will be
aggregated to determine the 5.B. amount for each such Bonus Eligible Employee.
	 
	 	 	 	Step 6 — New Services/Consulting Business Unit (With MBOs).
	 
	 	 	 	For each Bonus Eligible Employee with MBOs in the New Services/Consulting Business
Unit, the preliminary bonus amount determined in Step 1 above then shall be adjusted to
equal the sum of the 6.A. and 6.B. amounts as described below.
	 
	 	 	 	The 6.A. amount based upon adjusted EBITDA and revenues shall equal —
	 
	 	 	 	The sum of (i) 35% of the preliminary bonus amount determined in Step 1 above, (ii)
the 6.A.(1). amount determined below based upon the total adjusted EBITDA for 2009 of
the Business Unit as compared to the total adjusted EBITDA for 2009 included in the
company’s 2009 budget for the Business Unit approved by the company’s board of
directors, and (iii) the 6.A.(2). amount determined below based upon the total revenues
for 2009 of the Business Unit as compared to the total revenues for 2009 included in
the company’s 2009 budget for the Business Unit, as follows:
	 
	 	 	 	The 6.A.(1). amount based upon adjusted EBITDA shall equal —
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is less than 85% of the
budgeted adjusted EBITDA for 2009, the 6.A.(1). amount shall be zero.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to 85% of the
budgeted adjusted EBITDA for 2009, the 6.A.(1). amount shall be 8.75% of the
preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to 100% of the
budgeted adjusted EBITDA for 2009, the 6.A.(1). amount shall be 17.5% of the
preliminary bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is equal to or greater than
115% of the budgeted adjusted EBITDA for 2009, the






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PRG-Schultz Performance Bonus Plan




	 	 	 	6.A.(1). amount shall be 35% of the preliminary bonus amount determined in Step 1
above.
	 
	 	 	 	If actual 2009 adjusted EBITDA for the Business Unit is between 85% and 100% or
between 100% and 115% of the budgeted adjusted EBITDA for 2009, the 6.A.(1).
amount shall be calculated on a pro rata basis consistent with the foregoing
determinations of such amount.
	 
	 	 	 	The 6.A.(2). amount based upon revenues shall equal —
	 
	 	 	 	If actual 2009 revenues for the Business Unit is less than 85% of the budgeted
revenues for 2009, the 6.A.(2). amount shall be zero.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to 85% of the budgeted
revenues for 2009, the 6.A.(2). amount shall be 8.75% of the preliminary bonus amount
determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to 100% of the budgeted
revenues for 2009, the 6.A.(2). amount shall be 17.5% of the preliminary bonus amount
determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is equal to or greater than 115%
of the budgeted revenues for 2009, the 6.A.(2). amount shall be 35% of the preliminary
bonus amount determined in Step 1 above.
	 
	 	 	 	If actual 2009 revenues for the Business Unit is between 85% and 100% or
between 100% and 115% of the budgeted revenues for 2009, the 6.A.(2). amount
shall be calculated on a pro rata basis consistent with the foregoing determinations of
such amount.
	 
	 	 	 	The 6.B. amount based upon MBOs shall equal —
	 
	 	 	 	The 6.B. amount will be determined as described below based upon the achievement of the
MBOs assigned to the Bonus Eligible Employee. Each such Bonus Eligible Employee will
have three MBOs, the achievement of each which will determine the adjustments to 10% of
the aggregate 30% of the preliminary bonus amount determined in Step 1 above for the
Bonus Eligible Employee. The achievement of each MBO will be scored based on the
achievement chart below.





Achievement Scale




	 	 	 	 	 	 	 
	0

	 	 	0	%	 	Did not Meet
	1

	 	 	80	%	 	Met Some
	2

	 	 	100	%	 	Met
	3

	 	 	110	%	 	Exceeded
	4

	 	 	115	%	 	Super Exceeded







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PRG-Schultz Performance Bonus Plan





	 	 	 	For example, for MBO #1, if the Bonus Eligible Employee has determined to have
“Exceeded” expectations, the MBO will be scored a 3 and 10% of the preliminary bonus
amount for such Bonus Eligible Employee determined in Step 1 above that is assigned to
MBO #1 shall be multiplied by 110% to determine the adjustment for that 10% portion of
the preliminary bonus amount determined in Step 1 above. The foregoing calculation
shall be made for each Bonus Eligible Employee and each MBO assigned to the Bonus
Eligible Employee. The initial bonus amounts for the three MBOs then will be
aggregated to determine the 6.B. amount for each such Bonus Eligible Employee.
	 
	 	 	 	Step 7 – Corporate/Functional Business Unit (With MBOs).
	 
	 	 	 	For each Bonus Eligible Employee with MBOs in the Corporate/Functional Business Unit,
the preliminary bonus amount determined in Step 1 above then shall be adjusted to equal
the sum of the 7.A. and 7.B. amounts as described below.
	 
	 	 	 	The 7.A. amount based upon adjusted EBITDA shall equal –
	 
	 	 	 	70% of the preliminary bonus amount determined in Step 1 above for the Bonus Eligible
Employee.
	 
	 	 	 	The 7.B. amount based on MBOs shall equal —
	 
	 	 	 	The 7.B. amount will be determined as described below based upon the achievement of the
MBOs assigned to the Bonus Eligible Employee. Each such Bonus Eligible Employee will
have three MBOs, the achievement of each which will determine the adjustments to 10% of
the aggregate 30% of the preliminary bonus amount determined in Step 1 above for the
Bonus Eligible Employee. The achievement of each MBO will be scored based on the
achievement chart below.





Achievement Scale




	 	 	 	 	 	 	 
	0

	 	 	0	%	 	Did not Meet
	1

	 	 	80	%	 	Met Some
	2

	 	 	100	%	 	Met
	3

	 	 	110	%	 	Exceeded
	4

	 	 	115	%	 	Super Exceeded







	 	 	 	For example, for MBO #1, if the Bonus Eligible Employee has determined to have
“Exceeded” expectations, the MBO will be scored a 3 and 10% of the preliminary bonus
amount for such Bonus Eligible Employee determined in Step 1 above that is assigned to
MBO #1 shall be multiplied by 110% to determine the adjustment for that 10% portion






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PRG-Schultz Performance Bonus Plan





	 	 	 	of the preliminary bonus amount determined in Step 1 above. The foregoing calculation
shall be made for each Bonus Eligible Employee and each MBO assigned to the Bonus
Eligible Employee. The initial bonus amounts for the three MBOs then will be
aggregated to determine the 7.B. amount for each such Bonus Eligible Employee.
	 
	 	E.	 	Allocation of Total Bonus Pool to Bonus Eligible Employees
	 
	 	 	 	The Total Bonus Pool determined in II.C. above based on the 2009 adjusted EBITDA for
the company will then be allocated among all Bonus Eligible Employees by multiplying
the Total Bonus Pool determined in II.C. above by the percentage that equals the
initial bonus amount for the Bonus Eligible Employee determined in II.D. above divided
by the total of all of the initial bonus amounts for all Bonus Eligible Employees
determined in II.D. above. The resulting product shall be the portion of the Total
Bonus Pool to be allocated, and paid, to each Bonus Eligible Employee, subject to the
second paragraph of this II.E.
	 
	 	 	 	Notwithstanding the foregoing, some Bonus Eligible Employees could be paid a bonus
somewhat higher, or somewhat lower, than their bonus as calculated in the first
paragraph of this II.E. These exceptions are expected to be rare, will be based on
individual performance and must be approved in advance by the company’s SVP-Human
Resources and CEO. Since the Total Bonus Pool will be a fixed amount, if any Bonus
Eligible Employee receives a larger bonus than calculated in the first paragraph of
this II.E., one or more other Bonus Eligible Employees must receive less than their
allocated bonus, so that the aggregate bonuses to be paid will never exceed the Total
Bonus Pool determined in II.C. above.
	 
	 	F.	 	Qualification for and Payment of Bonuses
	 
	 	 	 	Bonus Eligible Employees must have at least a satisfactory performance rating during
the Plan year and at the time bonus payments are made to be eligible to receive a bonus
payment under this Plan.
	 
	 	 	 	Bonuses will be paid annually in a lump sum, net of the tax withholdings, and in most
cases within thirty (30) days after completion of the annual audit of the company’s
2009 results (but in no event later than March 15, 2010).
	 
	 	 	 	Bonus Eligible Employees must be actively employed by PRG-Schultz at the time of the
payment in order to receive a bonus. Exceptions to this requirement may be made in
connection with terminations due to retirement, disability or death.






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PRG-Schultz Performance Bonus Plan





	 	 	 	If an employee becomes eligible to participate in the 2009 PRG-Schultz Performance
Bonus Plan after January 1st (by beginning work in a Bonus Eligible
Position), he/she may be eligible for a prorated payout based on the date of entry into
the Plan, but may not enter the plan after November 1st of the Plan Year.






	III.	 	Plan Interpretation and Administration
	 
	 	 	Overall responsibility for the administration of the Plan resides with the SVP-Human
Resources.
	 
	 	 	All bonus payments are subject to the approval of the company’s SVP-Human Resources, the CEO,
and the Compensation Committee of the company’s Board of Directors.
	 
	 	 	The company reserves the right to discontinue or amend the Plan, (with or without payment of
any bonuses hereunder) any time and from time to time. Such changes could include, for
instance and without limitation, the revision of the company’s financial targets in the event
of business or organizational changes, including acquisitions and divestitures, deemed to
warrant such action. This Plan is a discretionary bonus plan and confers no rights to Bonus
Eligible Employees or other employees. Authority and responsibility for interpretation and
application of the Plan rest solely with the company’s SVP-Human Resources, CEO and the
Compensation Committee of the company’s Board of Directors.





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PRG-Schultz Performance Bonus Plan





	IV.	 	Plan Acknowledgement Form




I have received and reviewed the terms of the 2009 PRG-Schultz Performance Bonus Plan. I
understand and agree that this Plan does not create a contract of employment between the
PRG-Schultz and me nor does it confer on me any other rights with respect to any bonuses that may
or may not become payable under this Plan.



Position:




Business Unit (other than

Corporate/Functional)

(If Applicable):




2009 Target Bonus:

2009 Maximum Bonus:



 

Employee’s Signature


Date                                





 

Employee’s Name (typed or printed)





PLEASE FORWARD THE COMPLETED EMPLOYEE ACKNOWLEDGEMENT FORM TO LISA CHASEY IN
HUMAN RESOURCES IN ATLANTA




Confidential



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