Form of Executive Bonus Plan Agreement, Sales and Consulting



 Exhibit 10.30 
 

 
  
 FISCAL YEAR
                     SALES AND CONSULTING BONUS PLAN 
  


					
	Name:	  	Employee ID:	  	 
	Title:	  	Effective Date:	  	 

  
 COMPONENTS OF THE BONUS PLAN

  
 There are three components to the bonus plan. The first two are
calculated independently of each other. The third component is the sum of the first two components and applies a netting process to the first two components to determine the Total Bonus Target as set forth in Exhibit A to this Bonus Plan.

  

	 	I.	License Revenue and Outsourcing Bookings Growth Component 


	 	II.	License and Consulting Margin Component 


	 	III.	Total Bonus Target 

  
 I. LICENSE REVENUE and OUTSOURCING BOOKINGS GROWTH COMPONENT ASSUMPTIONS 
  

	 	•	 	All calculations are at constant dollar values. 


	 	•	 	License revenue and outsourcing growth bonus may fall below zero, and is carried forward to the Total Bonus Target. 


	 	•	 	The bonus for this component is calculated based on the confidential and proprietary formula set forth in Exhibit A to this Bonus Plan. 

  
 II. LICENSE and CONSULTING MARGIN COMPONENT ASSUMPTIONS 
  
 License and Outsourcing Margin: 

	 	•	 	All calculations are at constant dollar values. 


	 	•	 	License expense is adjusted to exclude the individual’s bonus expense/accrual that was reported as part of the license expense, when calculating margin.



	 	•	 	The bonus is calculated on margin achieved above and beyond the gate. 


	 	•	 	The license and outsourcing margin subcomponent may fall below zero, and is carried forward to the Total Margin Bonus. 


	 	•	 	The bonus for the license and outsourcing margin subcomponent is calculated based on the confidential and proprietary formula set forth in Exhibit A to this Bonus Plan.


  
 Consulting Margin: 

	 	•	 	All calculations are at constant dollar values. 


	 	•	 	The consulting margin subcomponent may fall below zero, and is carried forward to the Total Margin Bonus. 


	 	•	 	The bonus for the consulting margin subcomponent is calculated based on the confidential and proprietary formula set forth in Exhibit A to this Bonus Plan. 


 
 Total Margin Bonus: 

	 	•	 	The license and outsourcing margin subcomponent and consulting margin subcomponent are netted to reach a Total Margin Bonus as set forth in Exhibit A to this Bonus Plan.



	 	•	 	The Total Margin Bonus may fall below zero, and is carried forward to the Total Bonus Target. 

  

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 FISCAL YEAR
                 SALES AND CONSULTING BONUS PLAN 
  

			
	Name:	  	          Employee ID:
	Title:	  	          Effective Date:

  

	III.	TOTAL BONUS TARGET  

  

	 	•	 	The License Revenue and Outsourcing Bookings Growth Bonus and the Total License and Consulting Margin Bonus are netted to reach the Total Bonus Target as set forth in Exhibit A to
this Bonus Plan. 


	 	•	 	The Total Bonus Target may not fall below zero. 


	 	•	 	Payment is made in US Dollars even though the basis of calculation is at constant dollars. No conversion from constant dollars to US Dollars is made. 

  
 The amounts that will be paid pursuant to the Bonus Plan are not currently determinable.
The maximum total payout that                      may receive under the Bonus Plan is
$            . 
  
 I acknowledge receipt and accept this document, accompanied by the FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions, as my FY     Sales and Consulting Bonus
Plan. 
  
  
  

					
	Signature	 	 	  	Date
	 	 	 	  	 

  

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 FISCAL YEAR
                     SALES AND CONSULTING BONUS PLAN 
  

			
	Name:	  	          Employee ID:
	Title:	  	          Effective Date:

  
  
 EXHIBIT A TO SALES AND CONSULTING 
 BONUS PLAN: PROPRIETARY AND
CONFIDENTIAL 
  
  
 [Omitted] 
  

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 FISCAL YEAR
                     SALES AND CONSULTING BONUS PLAN 
  

			
	Name:	  	          Employee ID:
	Title:	  	          Effective Date:

  
 FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions 
  
 An executive’s FY     Sales and Consulting Executive Bonus Plan (“Bonus Plan”) consists of this document (the
“FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions”), and the accompanying Individualized Bonus Plan as approved by the Oracle Corporation Board of Directors Committee on Compensation and
Management Development (the “Compensation Committee”). Signature of the FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions indicates acceptance of the Bonus Plan. 
  
 Administration of the Bonus Plan. The Compensation Committee may terminate the
Bonus Plan, in whole or in part, suspend the Bonus Plan, in whole or in part from time to time, and amend the Bonus Plan, from time to time, including the adoption of amendments deemed necessary or desirable to correct any defect or supply omitted
data or reconcile any inconsistency in the Bonus Plan or in any award granted thereunder, so long as stockholder approval has been obtained, if required in order for awards under the Bonus Plan to qualify as “performance-based
compensation” under Section 162(m). The Compensation Committee may amend or modify the Bonus Plan in any respect, or terminate the Bonus Plan, without the consent of any affected participant. However, in no event may such amendment or
modification result in an increase in the amount of compensation payable pursuant to any award. 
  
 The Compensation Committee shall have all final discretion regarding the administration and interpretation of the Bonus Plan. The Compensation Committee shall make the final and binding determination of amounts
payable under the Bonus Plan. Adjustments, modifications and changes may be made to bonuses, bonus rates, bonus factors, targets, margin gates, margin elements, or any other terms and conditions, and may result in a decrease in payments under the
Bonus Plan. Awards under the Bonus Plan do not vest, and are not earned, until the Compensation Committee makes any and all final determinations and adjustments, modifications or changes of amounts payable under the Bonus Plan. 
  
 In addition, for any single large transaction, the Compensation Committee may review the
transaction and determine appropriate treatment of the transaction under the Bonus Plan. Appropriate treatment may include, but is not limited to, limiting or reducing the applicable bonus, bonus rate, bonus factor, target, margin gate, margin
elements, or any other terms and conditions. Bonuses under the Plan do not vest, and are not earned, until the Compensation Committee has determined final and appropriate treatment of the transaction. 
  
 The amounts that will be paid pursuant to the Bonus Plan are not currently determinable. The
maximum total payout that                      may receive under this Bonus Plan is
$            . 
  
 All awards will be paid in cash as soon as is practicable following determination of the award, unless the Committee has, prior to the grant of an award, received and approved, in its sole discretion, a request by a participant to defer
receipt of an award in accordance with the Bonus Plan. 
  
 Executives on a paid or
unpaid leave of absence will not be eligible to earn compensation under the Bonus Plan. Payments under the Bonus Plan may be adjusted to reflect time on leave. 
  

Should an executive’s employment with Oracle terminate for any reason during fiscal year         , the participant
will not be eligible to receive an award under the Bonus Plan. 
  

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 FISCAL YEAR
                     SALES AND CONSULTING BONUS PLAN 
  

			
	Name:	  	          Employee ID:
	Title:	  	          Effective Date:

  
 Under present federal income tax law,
the executive will realize ordinary income equal to the amount of the award received in the year of receipt. That income will be subject to applicable income and employment tax withholding by the Company. 
  
 Advances against compensation may result in the executive incurring a negative compensation
balance, where compensation advanced exceeds compensation earned under the Bonus Plan. No additional payments under the Bonus Plan will be made to executives who have incurred a negative balance until the entire negative balance has been offset in
full by earned compensation under the Bonus Plan. The Company reserves the right to recover all advances against compensation that are not offset against earned compensation under the Bonus Plan. Only the Compensation Committee is authorized to
forgive advances against compensation. 
  
 Club Excellence.
Club Excellence qualification criteria are set forth in the executive’s Individualized Sales Bonus Plan where applicable. Final selection for Club Excellence is at the discretion of the Company. Neither cash nor any other form of
compensation will be paid in lieu of the award. The award may not be transferred to another person. 
  
 Oracle Policies. The executive agrees to abide by published Oracle policies including these Terms and Conditions, the Code of Ethics and Business Conduct, the Proprietary Information Agreement and other
employment and/or financial guidelines. 
  
 At-Will Employment.
Employment at Oracle is at-will. Oracle makes no express or implied commitment that employment will have a minimum or fixed term, that Oracle may take adverse employment action only for cause or that employment is terminable only for cause. Either
the executive or Oracle may terminate the employment relationship at any time for any reason. Additionally, Oracle may take any other employment action at any time for any reason. No one at Oracle may make, unless specifically authorized in writing
by Oracle’s Board of Directors, any promise, express or implied, that employment is for any fixed term or that cause is required for the termination of or change in the employment relationship. 
  
 Severability. If any portion of this FY     Sales
and Consulting Executive Bonus Plan: Terms and Conditions shall, for any reason, be held invalid or unenforceable, or contrary to public policy or any law, the remainder of the FY     Sales and Consulting Executive Bonus
Plan: Terms and Conditions shall not be affected by such invalidity or unenforceability, but shall remain in full force and effect, as if the invalid or unenforceable term or portion thereof had not existed within this
FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions. 
  
 Knowing and Voluntary Agreement. By signing the FY     Sales and Consulting Executive Bonus Plan: Terms and Conditions, the executive is agreeing that he or she has read and
understood every provision set forth herein, and that, in consideration for participation in the Bonus Plan, agrees to abide by its terms. The executive accepts this FY     Sales and Consulting Executive Bonus Plan: Terms
and Conditions, along with the accompanying Individualized Sales Bonus Plan, as his or her FY     Sales Bonus Plan. 
  
 ACKNOWLEDGED AND ACCEPTED: 
  

					
	 	  	 	 	 
	 Print Name
	  	 	 	 
	 	  	 	 	 
	 Signature
	  	 	 	Date

  

	

  

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