Exhibit 10.1


 


Summary of
Officers’ Incentive Plan for Fiscal Year 2006


 


Purpose


 


The purpose of this plan is to provide
executive officers with a financial incentive to encourage them to perform in a
manner that is aligned with the Company’s objectives and performance goals, and
to contribute to the Company’s ability to hire and retain quality executives.


 


Eligibility and Participation


 


Eligible employees in this plan include all
corporate officers recommended for participation by the Chief Executive Officer
and approved by the Compensation Committee. 
Participants include the following positions:


 


President and Chief Executive Officer


Executive Vice President and President,
International Division


Senior Vice President and Chief Financial
Officer


Senior Vice President, Business Development
and General Counsel


Senior Vice President and President, N.A.
Division


Senior Vice President, Marketing


 


New officers hired during the fiscal year are
eligible to participate during that fiscal year on a prorated basis if participation
is recommended by the Chief Executive Officer and approved by the Compensation
Committee.  To receive a bonus award, the
participant must be actively employed at the time the awards are paid unless
otherwise recommended by the Chief Executive Officer and approved by the
Compensation Committee.  Participation in
the plan does not confer a right on the participant to participate in any
subsequent year or the right to continue in the Company’s employment.


 


Bonus Target Percentages


 


The target percentage used to calculate the
bonus is expressed as a percentage of base salary.  The target percentage varies from 50% to 100%
based on the officer’s position.  The
target award represents the level of bonus payment the participant may earn if
the plan performance is achieved at target and acceptable organizational
standards are met.  Participants may
receive bonus awards above or below the target based on performance levels that
exceed or fall below expectations.


 


Bonus Calculation


 


The bonus payment is based on three measures:
Financial Performance, Operational Performance and Individual Performance.  Financial Performance is based upon earnings
per share of the Company and earnings before taxes for the applicable division
of the Company.  Operational Performance
is based upon the incident rate of recordable injuries and lost time
accidents.  Individual Performance is
determined based upon the participant’s individual contribution to the Company’s
performance.


 


Under the plan, each officer’s bonus amount
is first calculated based on an objective analysis of our Financial Performance
and Operational Performance, with approximately 90% of this amount based on the
Financial Performance and 10% based on the Operational Performance.  An Individual Performance multiplier, which
can range from 0 to 1.25 times, is then applied to the bonus to account for
each executive officer’s individual performance.  The bonuses are calculated after the end of
the fiscal year for the Compensation Committee’s review and approval.  Under the plan, determination of actual
performance awards is the responsibility of the Compensation Committee, which
reserves the right, in its sole discretion, to increase or decrease awards to
participants.