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					                      Sales Account Manager Incentive Plan

1. XYZ Mission
    XYZ is the global leader in developing and manufacturing of precision positioning
    equipment. The company offers the largest selection of innovative precision GPS
    and GNSS systems, commercial lasers, optical instruments for surveying and civil
    engineering applications, machine control, and agricultural products. From survey to
    inspection, XYZ provides the innovative positioning technology that addresses such
    critical issues as boosting profits, quality craftsmanship, improving productivity,
    lowering operating costs and ensuring jobsite safety.

2. Effective Date
    The FY 2012 Sales Account Manager Incentive Plan (“Plan”) is effective April 1,
    2012.   This Plan supersedes all previous sales or other incentive plans,
    correspondence, agreements, or discussions, and will remain in full force until
    superseded by a new Plan, or until it is cancelled.

3. Compensation Philosophy
    The Sales Account Manager (Participant) is paid a competitive base salary and car
    allowance, and is eligible to participate in a competitive benefits program for
    professionally and consistently executing the roles and responsibilities of the
    position. For key sales individuals, including the Sales Account Manager, XYZ also
    provides the opportunity to earn additional cash compensation through sales
    incentive programs, like, this one, based on the achievement of pre-determined
    sales goals and individual performance.

4. Eligibility and Target Incentive
    The Sales Account Manager positions eligible for payment under the provisions of
    this incentive Plan are involved in promoting and selling XYZ products and services.
    The specific positions eligible for payment under the provisions of this Plan, along
    with their target annual incentive (expressed as a % of annual salary), are as
    follows:

                                                           Target Annual Incentive
                              Eligible Position               As A % Of Salary
                     Sales Account Manager I                        20%
                     Sales Account Manager II                       30%
                     Sales Account Manager III                      40%




    The target incentive award for your position is shown in Attachment A.

FY 2012 Sales Account Manager Incentive Plan      Page 1                             April 2012
                      Sales Account Manager Incentive Plan
5. Performance Measurement Period
    Performance under this Plan is generally measured on a six-month basis.
    Incentives calculated under the provisions of the Plan will also be paid on a six-
    month basis.

    However, an Advance against six-month incentive earnings may be paid to the Plan
    Participant if the individual's first three months overall performance meets, or
    exceeds, the Overall Performance Score threshold described below when projected
    for the entire 6-month performance period. The Advance amount will be equal to 1/2
    the incentive amount projected to be paid for the entire six-month performance
    period and will be deducted from the final incentive calculated at the end of the six-
    month period.

    Barring major administrative problems or unforeseen circumstances, all earned
    incentives will be typically paid within 45 days after the end of the six-month
    performance period. Any discrepancies will be resolved and any adjustment due to
    the Plan Participant will be paid as soon as possible.

6. Incentive Calculation
    Incentives earned under this plan will be based on a Participant's performance
    against the goals established for the Participant for the six-month performance
    period. Each goal will be weighted. An example of how incentives will be calculated
    under this plan is shown in the two-step process described below:

         Step 1: Calculate Initial Incentive
         Individual performance goals and their weighting will be established at the
         beginning of each six-month performance period and measured at the end of the
         performance period to determine the initial amount of incentive earned. See
         example below:

                                     Initital Incentive Award Calculation Example

         Established At Beginning Of Performance Period               Measured At End Of Performance Period
                                                                 Actual Performance In   Weighted Performance In
              Performance Goal                  Weighting           Each Goal Area           Each Goal Area

  Total Dollar Sales of All Products              70%                   120%                      84%

  Gross Margin Dollars                            20%                    80%                      16%

  Administrative Goal                             10%                    95%                      10%

                            Initial Overall Performance Score                                     110%



         Every direct sales person covered in this Plan will have a Gross Margin Dollars
         goal established for the performance period with a weighting equal to

FY 2012 Sales Account Manager Incentive Plan            Page 2                              April 2012
                      Sales Account Manager Incentive Plan
         approximately 20%. Any exceptions to this rule must be approved by the Senior
         Vice President, Sales/Business Unit General Manager.

         Step 2: Finalize Incentive Award
         In order to provide additional incentive to meet and achieve individual
         performance goals, the Overall Performance Score calculated above will be
         adjusted according to the following Accelerator Adjustment Table to determine
         the final incentive award. See below:

                                     Proposed Accelerator Adjustment Table
                                                          % Of Target Incentive Amount To
                         Overall Performance Score                     Award
                               130% and Above                          200%
                                 116% to 129%                          170%
                                 111% to 115%                          160%
                                 106% to 110%                          135%
                                 101% to 105%                          100%
                                 98% to 100%                           60%
                                  95% to 97%                           40%
                                  90% to 94%                           20%
                                  85% to 89%                            5%
                                84% and Below                           0%


         The Overall Performance Score is multiplied by the appropriate Accelerator
         Adjustment to determine what percent of the six-month target award is earned as
         an incentive. For example if Sales Account Manager II makes a salary of
         $100,000 per year, the six-month salary would be $50,000. The target incentive
         for a Sales Account Manger II is 30% of salary or a $15,000 target incentive for
         the six-month performance period ($50,000 X 30% = $15,000). In the example
         above, the final incentive award calculation would be: 110% (Overall
         Performance Score) X 135% (Accelerator) X $15,000 (Target Incentive for
         Period) = $22,275 (Final Incentive Earned).

    The performance goal and weightings established for your position are shown in
    Attachment A.




FY 2012 Sales Account Manager Incentive Plan         Page 3                            April 2012
                      Sales Account Manager Incentive Plan
7. Administration

        To receive a six-month incentive award the Participant must be employed by
         XYZ at the end of the six-month performance period. If the Participant
         terminates during the six-month performance period but after receiving an
         Advance, the Advance will not have to be paid back to the Company.

        The Senior Vice President, Sales/Business Unit General Manager has
         responsibility for interpreting the Plan rules and for determining individual
         incentives according to the provisions of the Plan. All interpretations are at the
         sole discretion of the Senior Vice President, Sales/Business Unit General
         Manager and are final.

        XYZ reserves the right to modify or terminate this Plan at any time with or without
         notice.

        This document contains confidential and proprietary information and should not
         be delivered or disclosed to any person not employed by XYZ, its authorized
         agents or affiliates, without the express written authorization from an officer of
         XYZ. Also, this document should not be shared with any others within XYZ
         except the Participants manager.

        Nothing in this Plan shall be construed as a guarantee of employment for any
         participant for any length of time.

        In order to ensure that incentive awards correlate with sales effort, the Senior
         Vice President/Sales Business Unit General Manager may, at his discretion,
         reduce the sales amount to be used in calculating incentives for a particular sale.




FY 2012 Sales Account Manager Incentive Plan   Page 4                         April 2012
                      Sales Account Manager Incentive Plan
                                                         Attachment A

               Example Participant Incentive Worksheet


Name                                           John Smith
Title                                          Sales Account Manager II
Annual Salary                                  $100,000
Target Incentive %                             30%
Six-Month Salary                               $50,000
Six-Month Target Incentive $                   $15,000
Territory Definition                           Midwest Region
Performance Period                             April 1, 2012 to September 30, 2012
               Individual Quota/Goals Areas and Actual Performance
                                                                                          Weighted
        Goal Area                              Weighting        Actual Performance   Performance Score
$5,000,000 total sales of
all XYZ products and                             70%
services
$1,000,000 Gross Margin
                                                 20%
Dollars for all sales

Complete training of all
                                                 10%
Channel Sales Reps

                           Overall Performance Score
                             Accelerator Adjustment
     Calculated Incentive As A % Of Target Incentive Amount
                         Calculated Incentive $ Award
              Less Advance Paid For Performance Period
                      Final Incentive Award To Be Paid




FY 2012 Sales Account Manager Incentive Plan               Page 5                       April 2012

				
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