exv10w24









Exhibit 10.24





	 	 	 	 	 	 	 
	
	 	 	 	 	 	 
	Incentive Bonus (IB) Plan	 	fy2008 
	 	 
	 	 	 	Business   Unit






The Activant Solutions Inc. Annual Incentive Bonus Plan (the “Plan”) is designed to create
an incentive for participants to align their individual goals with those of Activant Solutions
Inc. (the “Company”) and the Business Unit they are assigned to and to reward participants with an
incentive bonus award (“IB”) when the benefits of that alignment are reflected in the Company’s
and the Business Unit’s financial results.



Bonuses are determined by evaluating Company and Business Unit actual financial performance against
expected financial performance to produce an “Achievement Award Percentage” for each. These
Achievement Award Percentages are then multiplied against a participant’s Target Incentive
Compensation (“TIC”) in the appropriate proportions (70% Business Unit, 30% Corporate) to determine
the participant’s annualized target award. The participant’s annualized target award (pro-rated as
described below if participation is less than the full Plan Period) is compared to the cumulative
total of quarterly IB payments, if any, made during the Plan Period and the remainder (including
any “overachievement” that occurs when the Achievement Award Percentage is greater than 100%) is
awarded as a “Final IB Achievement Award.”



PLAN PERIOD




The Plan Period is concurrent with the Company’s fiscal year (October 1 — September 30). Each
Plan Period stands alone.



ELIGIBILITY & PARTICIPATION




The TIC opportunities and qualifying jobs / job levels under the Plan are subject to review and
approval by the Chief Executive Officer (“CEO”). Employees in these qualifying job / job levels who
are not concurrently participating in another Company incentive plan may be nominated by their
management to participate. The nominated employee becomes a Plan Participant if the nomination is
approved by the Senior Vice President of Human Resources (or, in the
absence of the Senior Vice President, the CEO). Participation (aside from
removal or termination from the Plan) will take effect with the start of the fiscal quarter
immediately following the associated status change. Except as otherwise approved by the CEO or the
Senior Vice President of Human Resources, participants must be employed in a qualifying job / job
level for a full fiscal quarter to be eligible for a pro-rated TIC for that quarter.


Example 1 - Date Participation Begins




Employee receives a promotion effective February 1 and because of the promotion is now in an
eligible job and job level to participate in the Plan. If approved, the earliest date the employee
would become a Plan Participant is April 1 — the beginning of fiscal Q3.



A Plan Participant may be removed from the Plan or have his or her TIC reduced if his or her job
performance, in the view of the Plan Participant’s management, is not at least maintained at a
level consistent with the “MC” classification on the Company’s performance rating scale. Any
Plan Participant who has a change in his or her
TIC (including a reduction in his or her TIC or removal from the Plan other than for termination of
employment) with an effective date after the beginning of a fiscal quarter will have that change
impact his or her IB calculation at the beginning of the next quarter.



Example 2 - Date TIC Change is Effective



Plan Participant has a TIC increase of $2,000 as of November 1. Plan calculations and awards
will not be affected by the change until the quarter that begins January 1.




A Plan Participant must be employed by the Company at the time of approval of the Achievement
Award Percentage for such Plan Participant to qualify for the IB payment for such fiscal quarter or year. Such
approval typically occurs 45-50 days after the quarter. Participation in the Plan, and eligibility for IB, terminates
immediately upon a Plan Participant’s termination of employment.



FINANCIAL COMPONENTS




Performance Targets:




• Quarterly and annual adjusted EBITDA: Earnings Before Interest, Taxes, Depreciation, and
Amortization as defined under Activant’s existing bank credit facility agreement as adjusted for
the inclusion or exclusion of financial components as defined by the Company’s
Board of Directors (referred to in this document as “adjusted EBITDA”).



• Quarterly and annual revenue: Revenue from the sale of goods and services.



• Business Unit quarterly and annual adjusted EBITDA: Business unit adjusted EBITDA referred to
as Business Unit Plan Contribution



• Business Unit quarterly and annual revenue: Revenue from the sale of goods and services for that
Business Unit.




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	Incentive Bonus (IB) Plan	 	fy2008 
	 	 
	 	 	 	Business   Unit






QUARTERLY IB ACHIEVEMENT AWARDS




For fiscal quarters 1 — 3, a Quarterly Achievement Award payment may be made, at the Company’s
discretion, when minimum performance thresholds for adjusted EBITDA and revenue established by the
Compensation Committee of the Company’s Board of Directors have been met for both the Company as a
whole (“Corporate Component”) and the Business Unit (“Business Unit Component”). The award amount
will be capped at 25% of the participant’s annualized TIC for that quarter, for each respective
component.



FINAL IB ACHIEVEMENT AWARD (INCLUDES Q4 QUARTERLY IB ACHIEVEMENT AWARD & ANNUAL
OVERACHIEVEMENT, IF APPLICABLE)



After the end of the Plan Period, audited annual financial results
are used to calculate an annualized target award for each Plan Participant. The annualized target
award is the Plan Participant’s pro-rated TIC multiplied by the Achievement Award Percentages for
their Business Unit and the Company and includes any “overachievement” under the Company or
Business Unit plans given the Company and Business Unit’s actual audited financial performance for
the fiscal year in the appropriate proportions for each component. This annualized target award is
then compared to the year-to-date total of quarterly IB Achievement Award payments (if any) made
over the Plan Period and if the total of cumulative quarterly IB Achievement Award payments is:



LESS than the annualized target award: Plan Participants will be eligible to
receive the difference as their final IB Achievement Award.




          MORE than the annualized target award: no further IB payments will be made.



The achievement and level of the Achievement Award Percentage is subject to review and approval by
the Compensation Committee of the Company’s Board of Directors. The level of the Company’s
financial performance is subject to the review and approval of the Audit Committee of the
Company’s Board of Directors. IB payments are not made until after such review and approval by the
Compensation Committee and the Audit Committee. A Plan Participant must be employed by the Company
at the time of approval of the Achievement Award Percentage for such Plan Participant to qualify
for the IB payment for such fiscal quarter. Note: Plan Participants removed from the Plan as of
the end of the Plan Period or earlier are ineligible to receive a Final IB Achievement Award. Plan
Participants added to the Plan will not be eligible to participate until the first day of the
fiscal quarter after being added to the Plan.





Example 3 - Final Plan Payment Calculation, Less Than Full Year Participation



For the purposes of illustration, the calculation is simplified and does not split the
calculation into a separate business unit
component and corporate component. Assume the achievement award percentage for both
components is 100%.








IMPORTANT NOTE: EXCEPTIONS TO PLAN PROVISIONS AS STATED IN THIS DOCUMENT REQUIRE
SPECIFIC APPROVAL BY THE SENIOR VICE PRESIDENT OF HUMAN RESOURCES (OR CEO).There is no
vested entitlement to any bonus. Bonus payments are made at the sole discretion of the Chief
Executive Officer (subject to authorization by the Board of Directors or the Compensation
Committee of the Board of Directors). Plan participants are advised against assuming that they
will receive any payments under the Plan in advance of any such payment; target awards represent
“pay-at-risk” and as such should not be prospectively relied on to meet financial commitments.
Incentive bonus plans and payment terms, including individual participation and eligibility for
payment, may be changed at any time, retroactively or prospectively, with or without prior
notice, at the discretion of the Chief Executive Officer and all Company incentive plans require
review & approval by the Chief Executive Officer. No statement, expressed or implied, or any
other feature of the Plan affects the employment-at-will status of Plan Participants.




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