EXECUTIVE EMPLOYMENT AGREEMENT
This Executive Employment Agreement ("AGREEMENT") is made effective as of July 23, 2002 ("EFFECTIVE
DATE"), by and between JDA Software Group, Inc., a Delaware corporation ("COMPANY") and Kristen L.
Magnuson ("EXECUTIVE") (either party individually, a "PARTY"; collectively, the "PARTIES").
WHEREAS, Company desires to retain the services of Executive as Chief Financial Officer;
WHEREAS, the Parties desire to enter into this Agreement to set forth the terms and conditions of Executive's
employment by Company and to address certain matters related to Executive's employment with Company;
NOW, THEREFORE, in consideration of the foregoing and the mutual provisions contained herein, and for other
good and valuable consideration, the Parties hereto agree as follows:
1. Employment. Company hereby employs Executive, and Executive hereby accepts such employment, upon the
terms and conditions set forth herein.
2.1 Position. Executive is employed as Chief Financial Officer and shall have the duties and responsibilities
assigned by Company's Chief Executive Officer ("CEO") both upon initial hire and as may be reasonably
assigned from time to time. Executive shall perform faithfully and diligently all duties assigned to Executive.
Company reserves the right to modify Executive's position and duties at any time in its sole and absolute
discretion, provided that the duties assigned are consistent with the position of Chief Financial Officer and that
Executive continues to report directly to the CEO.
2.2 Standard of Conduct/Full-time. During the term of this Agreement, Executive will act loyally and in good faith
to discharge the duties of Chief Financial Officer, and will abide by all policies and decisions made by Company,
as well as all applicable federal, state and local laws, regulations or ordinances. Executive will act solely on behalf
of Company at all times. Executive shall devote Executive's full business time and efforts to the perform