exv10w23









Exhibit 10.23





	 	 	 	 	 	 	 
	
	 	 	 	 	 	 
	Incentive Bonus (IB) Plan	 	fy2008 
	 	 
	 	 	 	CORPORATE






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 to reward participants with an incentive bonus award (“IB”) when the
benefits of that alignment are reflected in the Company’s financial results.



Bonuses are determined by evaluating the Company’s actual financial performance against expected
financial performance to produce an “Achievement Award Percentage”; this Achievement Award
Percentage is then multiplied against a participant’s Target Incentive Compensation (“TIC”) 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 — such approval normally given
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




Company 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.




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	Incentive Bonus (IB) Plan	 	fy2008 
	 	 
	 	 	 	CORPORATE






QUARTERLY IB ACHIEVEMENT AWARDS




For fiscal quarters 1 – 3, an IB Achievement Award may be made, at the Company’s discretion, when
the minimum performance thresholds for adjusted EBITDA and revenue established by the Compensation
Committee of the Company’s Board of Directors have been met. The award amount will be capped at 25%
of the participant’s annualized TIC for that quarter.



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,
which is the Plan Participant’s pro-rated TIC multiplied by the Achievement Award Percentage and
includes any “overachievement” under the matrix in Appendix 1, given the Company’s actual audited
financial performance for the fiscal year. 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 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 


Assume: Participation began Q2
and the achievement award percentage 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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