exv10w1






Exhibit 10.1




Quiksilver, Inc.




Incentive Compensation Plan




 





	I.	 	INTRODUCTION
	 
	 	 	This plan represents an opportunity for cash bonus compensation for Quiksilver, Inc.’s (the
“Company”) executive officers.
	 
	II.	 	MEASUREMENT CRITERIA
	 
	 	 	Incentive targets are expressed as a percentage of each participant’s annual base salary as
determined by the Compensation Committee.
	 
	 	 	Financial performance is measured based on achievement of one or more Company or individual
targets, and may include without limitation targets relating to a participant’s area of
direct responsibility and/or such participant’s next highest level of responsibility, all as
determined by the Compensation Committee in its discretion. For example, certain executive
officers may be incentivized principally on the basis of consolidated financial results,
while others may be incentivized to achieve some combination of regional and consolidated
financial results.
	 
	 	 	For the avoidance of doubt, the Compensation Committee shall have discretion to reduce or
eliminate any participant’s right to a bonus payment hereunder at any time, and for any
reason.
	 
	 	 	The plan period will correspond to the fiscal year of the Company or such other period(s) as
determined by the Compensation Committee.
	 
	III.	 	TIMING OF PAYMENT
	 
	 	 	Payments will be calculated on an annual basis or such other times as determined in the
discretion of the Compensation Committee. Every effort will be made to issue payment within
60 days after the end of the plan period for which such payment is earned, provided,
however, that in no event will payments be made later than March 15 of the year following
the year in which the payment is earned. Except as provided in Section IV below, the
participant must be employed on the payment date in order to receive his or her payment.
	 
	IV.	 	ELIGIBILITY






	 	a.	 	Participation: The Compensation Committee shall determine, in its
discretion, those executive officers who are eligible to participate in the plan.
	 
	 	b.	 	Service Requirements:






	 	i.	 	In the event that a participant’s employment is terminated for
any reason other than as provided in (ii) below or as otherwise provided in a




 









 






	 	 	 	participant’s employment agreement with the Company, prior to the applicable
payment date, the participant will forfeit his or her rights to any payments
under the plan.






	 	ii.	 	If the participant retires, dies or terminates employment by
reason of his or her permanent disability, unless otherwise determined by the
Compensation Committee, the participant will be entitled to a payment based on
actual performance in accordance with the terms of the plan and prorated based
on the length of the participant’s service during the applicable plan period.
Any such payments will be made as provided in Section III above.






	V.	 	ADMINISTRATION APPROVALS
	 
	 	 	As described above, incentive compensation for participants for each plan period will be
determined in the discretion of the Compensation Committee. The Compensation Committee
shall have the authority to set performance targets and measurable personal objectives for
all participants for each plan period and to make the ultimate determination as to whether a
participant will receive cash compensation under the plan.
	 
	VI.	 	LIMITATIONS AND RESTRICTIONS
	 
	 	 	In accepting payment under this plan, the participant acknowledges that: (a) this plan, and
the right to any payment hereunder, may be terminated, amended or modified at any time by
the Compensation Committee without prior notice to participants; (b) the grant of a payment
is voluntary and occasional and does not create any contractual or other right to receive
future grants; (c) all decisions with respect to future payments, if any, will be at the
sole discretion of the Compensation Committee; (d) in consideration of the grant of payment
under this plan, no claim or entitlement to compensation or damages shall arise from the
loss of payment resulting from termination of the participant’s active employment and the
participant irrevocably releases the Company from any such claim that may arise; and (e)
payment under this plan does not constitute an express or implied promise of continued
engagement as an employee and shall not interfere with the participant’s right or the
Company’s right to terminate the participant’s employment at any time for any or no reason.
	 
	VII.	 	RESPONSIBILITY FOR TAXES
	 
	 	 	Regardless of any action the Company takes with respect to any or all income tax, payroll
tax or other tax-related withholding related to the payment under this plan (“Tax-Related
Items”), the participant acknowledges that the ultimate liability for all Tax-Related Items
legally due by him or her is and remains the participant’s responsibility and the Company
(a) makes no representations or undertakings regarding the treatment of any Tax-Related
Items and (b) does not commit to structure the terms of the payment under this plan to
reduce or eliminate the participant’s liability for Tax-Related Items. The participant
authorizes the Company to withhold all applicable Tax-Related Items legally payable by the
participant from his or her wages or other cash compensation paid to the participant.