XO Holdings, Inc.
2010 Annual Executive Bonus Plan
This document describes the terms of the 2010 Annual Executive Bonus Plan for XO Holdings, Inc and its
subsidiaries (“ XOH ” or the “ Company ”). The 2010 Annual Executive Bonus Plan (the “ Plan ”) rewards
eligible executive officers for their contributions to the Company’s success in meeting Corporate Goals,
Functional Unit Goals and Individual Goals. This document sets forth how the Plan works and how it is
II. Plan Administration
The Plan is provided by XOH at its sole discretion. The Plan is administered by XOH’s Human Resources
Department, subject to the supervision of XOH’s CEO, COO, CFO and SVP HR, the Bonus Plan Committee
or “BPC”, at the direction of the Compensation Committee of the XOH Board of Directors (“ Compensation
Committee ”). The Compensation Committee is responsible for establishing performance metrics and determining
whether a bonus will be paid pursuant to the Plan. The Compensation Committee may, at its sole discretion, and
without prior notice, modify, change, alter or terminate the Plan or determine whether or not a Plan bonus will be
paid. No bonus payment is payable without the authorization and final approval by the Compensation Committee
of the Board of Directors.
In the event of a claim or dispute brought forth by a participant, the decision of the Compensation Committee as
to the facts in the case and the meaning and intent of any provision of the Plan, or its application, shall be final,
binding and conclusive.
III. Bonus Period
The period over which bonuses may be earned under the Plan is XOH’s 2010 fiscal year, beginning on January
1, 2010 and ending on December 31, 2010 (the “ Bonus Period ”). The performance goals applicable to the
Bonus Period will be as specified by the Compensation Committee and may vary from year to year.
IV. Eligibility Requirements
An executive officer is eligi