EX-10.10



 Exhibit 10.10 
 Date: 17 September 2007 
 Anthony Macciola 

6773 Groves Court 
 Chino, CA 91710

 Dear Anthony 
 Amendment to
Service agreement 
 This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out
the terms of your employment with Kofax Image Products, Inc. 
  

	1.	Effective Date / Notice 


This amendment is deemed to take effect on 1 July 2007. 

 

	2.	Remuneration 

 You shall
be paid for your services under this Agreement: 
  

	 	2.1	a salary at the rate of USD 213,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears bimonthly (i.e. 24 equal
installments). Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and 

  

	 	2.2	a bonus according annex 1. Target bonus for FY08 for on target performance is USD 106,500. 


For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year
commencing on 1 July 2007 and will replace all previous bonus schemes to which you are or have previously been entitled. 
 All other terms
and conditions remain unchanged. 
 I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of
your employment as set out in this letter. 
  

					
	Yours sincerely	 		 	
			
	 /s/ Chief Operating Officer
	 		 	
	Chief Operating Officer	 		 	
	DICOM Group	 		 	
	
	I, Anthony Macciola, confirm my acceptance of this amendment.
			
	 /s/ Anthony Macciola
	 		 	 10-10-07

	Anthony Macciola	 		 	Date









					
	 DICOM Group plc

Senior executive bonus scheme
	 		 	  
 Annex 1

			
	 Name:

Period:
	 	 Anthony Macciola

Financial year 2008
	 	

 Bonus calculation 
  

																					
	 Targets
	  	Adj. OP	 	 	Revenue	 	 	MBO’s	 	 	Total	 	  	 	 
	 Target bonus (USD)
	  	 	47’925	  	 	 	47’925	  	 	 	10’650	  	 	 	106’500	  	  			
	 Business target (GBP/’000 / %)
	  	 	17’078	  	 	 	91’847	  	 	 	100	% 	 				  			
	 Cut-off
	  	 	80	% 	 	 	80	% 	 	 	0	% 	 				  			
	 Accelerator
	  	 	900	% 	 	 	900	% 	 				 				  			
	 Cap (USD)
	  	 	—  	  	 	 	—  	  	 	 	10’650	  	 				  			
	 Achieved target
	  	 	17’078	  	 	 	91’847	  	 	 	100	% 	 				  			
						
	 Calculated boni:
	  	 	 	 	 	 	 	 	 	 	 	 	  	 	 
	 Bonus to be payed
	  	 	47’925	  	 	 	47’925	  	 	 	10’650	  	 	 	106’500	  	  			
						
	 % bonus payed at cut-off
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Bonus for making cut-off
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 1	) 
						
	 % of cut-off to business target achieved
	  	 	100	% 	 	 	100	% 	 	 	100	% 	 				  			
	 Bonus for cut-off to 100% of target
	  	 	47’925	  	 	 	47’925	  	 	 	10’650	  	 				  	 	(Bonus, part 2	) 
						
	 % Target achieved above target
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Accelerated bonus (above target)
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 3	) 

 The bonus calculation above is split into 3 parts: 

 

	1.	the bonus for making the cut-off point, 


	2.	the bonus for achievement from the cut-off point to 100% of the business target, and 


	3.	the bonus for achievement above the business target, 

 The bonus to be payed is the sum of these 3 results. 
  
 



 







 Date: 24 August 2005 
 Anthony Macciola 
 6773 Groves Court 

Chino, CA 91710 
 Dear Anthony

 Amendment to Service agreement 
 This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc. 

 

	1.	Effective Date / Notice 


This amendment is deemed to take effect on 1 July 2005. The terms of the appointment shall continue until terminated by either party
giving to the other not less than 6 months’ written notice of termination. 
  

	2.	Remuneration 

 You shall
be paid for your services under this Agreement: 
  

	 	2.1	a salary at the rate of USD 205,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears by equal biweekly
installments. Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and 

  

	 	2.2	a bonus according annex 1. Target bonus for FY06 for on target performance is USD 70,000. 


For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year
commencing on 1 July 2005 and will replace all previous bonus schemes to which you are or have previously been entitled. 
  

	3.	Company car 

 You will be
entitled to a car allowance of USD 500/month. 
 All other terms and conditions remain unchanged. 

I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.

  

					
	Yours sincerely	 		 	
			
	 /s/ Chief Operating Officer
	 		 	
	Chief Operating Officer	 		 	
	DICOM Group	 		 	
	
	I, Anthony Macciola, confirm my acceptance of this amendment.
			
	 /s/ Anthony Macciola
	 		 	 9-8-05

	Anthony Macciola	 		 	Date








 Date: 24 August 2006 
 Anthony Macciola 
 6773 Groves Court 

Chino, CA 91710 
 Dear Anthony

 Amendment to Service agreement 
 This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc. 

 

	1.	Effective Date / Notice 


This amendment is deemed to take effect on 1 July 2006. The terms of the appointment shall continue until terminated by either party
giving to the other not less than 12 months’ written notice of termination. 
  

	2.	Remuneration 

 You shall
be paid for your services under this Agreement: 
  

	 	2.1	a salary at the rate of USD 213,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears bimonthly (i.e. 24 equal
installments). Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and 

  

	 	2.2	a bonus according annex 1. Target bonus for FY07 for on target performance is USD 95,000. 


For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year
commencing on 1 July 2006 and will replace all previous bonus schemes to which you are or have previously been entitled. 
  

	3.	Company car 

 You will be
entitled to a car allowance of USD 1,080/month. 
 All other terms and conditions remain unchanged. 







 I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of
your employment as set out in this letter. 
  

					
	 Yours sincerely
  

/s/ Chief Operating Officer
	 		 	
	Chief Operating Officer	 		 	
	DICOM Group	 		 	
	
	I, Anthony Macciola, confirm my acceptance of this amendment.
			
	 /s/ Anthony Macciola
	 		 	 9-21-06

	Anthony Macciola	 		 	Date









					
	DICOM Group plc	 		 	
	Senior executive bonus scheme	 		 	Annex 1
			
	Name:	 	Anthony Macciola	 	
	Period:	 	Financial year 2007	 	

 Bonus calculation 
  

																									
	 Targets
	  	EPS	 	 	Revenue	 	 	MBO’s	 	 	GAGR EPS	 	 	Total	 	  	 	 
	 Target bonus (USD)
	  	 	38’000	  	 	 	28’500	  	 	 	19’000	  	 	 	9’500	  	 	 	95’000	  	  			
	 Business target (p/’000 GBP/%/%)
	  	 	14.7	  	 	 	97’807	  	 	 	100	% 	 	 	15.0	% 	 				  			
	 Cut-off
	  	 	80	% 	 	 	80	% 	 	 	0	% 	 	 	100	% 	 				  			
	 Accelerator
	  	 	804	% 	 	 	4662	% 	 				 				 				  			
	 Cap (USD)
	  	 	—  	  	 	 	—  	  	 	 	19’000	  	 	 	19’000	  	 				  			
	 Achieved target
	  	 	14.7	  	 	 	97’807	  	 	 	100	% 	 	 	15.0	% 	 				  			
							
	 Calculated boni:
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	  	 	 
	 Bonus to be payed
	  	 	38’000	  	 	 	28’500	  	 	 	19’000	  	 	 	9’500	  	 	 	95’000	  	  			
							
	 % bonus payed at cut-off
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Bonus for making cut-off
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 1	) 
							
	 % of cut-off to business target achieved
	  	 	100	% 	 	 	100	% 	 	 	100	% 	 	 	100	% 	 				  			
	 Bonus for cut-off to 100% of target
	  	 	38’000	  	 	 	28’500	  	 	 	19’000	  	 	 	9’500	  	 				  	 	(Bonus, part 2	) 
							
	 % Target achieved above target
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Accelerated bonus (above target)
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 3	) 

 The bonus calculation above is split into 3 parts: 

 

	1.	the bonus for making the cut-off point, 


	2.	the bonus for achievement from the cut-off point to 100% of the business target, and 


	3.	the bonus for achievement above the business target. 

 The bonus to be payed is the sum of these 3 results. 
 In case adjusted, diluted EPS target is
not met, total Annual bonus can not exceed 100% of Total Target bonus 
  
 



 







 Date: 24 August 2005 
 Anthony Macciola 
 6773 Groves Court 

Chino, CA 91710 
 Dear Anthony

 Amendment to Service agreement 
 This amendment should be read in conjunction with the offer of employment, dated 15 February 2002, which set out the terms of your employment with Kofax Image Products, Inc. 

 

	1.	Effective Date / Notice 


This amendment is deemed to take effect on 1 July 2005. The terms of the appointment shall continue until terminated by either party
giving to the other not less than 6 months' written notice of termination. 
  

	2.	Remuneration 

 You shall
be paid for your services under this Agreement: 
  

	 	2.1	a salary at the rate of USD 205,000 per annum (or at such higher rate as may from time to time be agreed in writing) payable in arrears by equal biweekly
installments. Your remuneration shall be subject to such withholding or deductions as are required by law to be made; and 

  

	 	2.2	a bonus according annex 1. Target bonus for FY06 for on target performance is USD 70,000. 


For the avoidance of doubt, the terms of the remuneration package set out in 2 above, shall be effective from the financial year
commencing on 1 July 2005 and will replace all previous bonus schemes to which you are or have previously been entitled. 
  

	3.	Company car 

 You will be
entitled to a car allowance of USD 500/month. 
 All other terms and conditions remain unchanged. 

I would be grateful if you would confirm your acceptance of this amendment of the terms and conditions of your employment as set out in this letter.

  

					
	Yours sincerely	 		 	
			
	 /s/ Chief Operating Officer
	 		 	
	Chief Operating Officer	 		 	
	 DICOM Group
  

I, Anthony Macciola, confirm my acceptance of this amendment.

			
	 /s/ Anthony Macciola
	 		 	 9-8-05

	Anthony Macciola	 		 	Date









					
	DICOM Group plc	 		 	
	Senior executive bonus scheme	 		 	Annex 1
			
	Name:	 	Anthony Macciola	 	
	Period:	 	Financial year 2006	 	

 Bonus calculation 
  

																									
	 Targets
	  	EPS	 	 	Cash flow	 	 	MBO’s	 	 	GAGR EPS	 	 	Total	 	  	 	 
	 Target bonus (CHF)
	  	 	28’000	  	 	 	14’000	  	 	 	21’000	  	 	 	7’000	  	 	 	70’000	  	  			
	 Business target (p/GBP/%)
	  	 	61.2	  	 	 	16’398	  	 	 	100	% 	 	 	15.0	% 	 				  			
	 Cut-off
	  	 	80	% 	 	 	80	% 	 	 	0	% 	 	 	100	% 	 				  			
	 Accelerator
	  	 	1038	% 	 	 	395	% 	 				 				 				  			
	 Cap (CHF)
	  	 	—  	  	 	 	—  	  	 	 	21’000	  	 	 	7’000	  	 				  			
	 Achieved target
	  	 	61.2	  	 	 	16’398	  	 	 	100	% 	 	 	15.0	% 	 				  			
							
	 Calculated boni:
	  	 	 	 	 	 	 	 	 	 	 	 	 	 	 	  	 	 
	 Bonus to be payed
	  	 	28’000	  	 	 	14’000	  	 	 	21’000	  	 	 	7’000	  	 	 	70’000	  	  			
							
	 % bonus payed at cut-off
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Bonus for making cut-off
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 1	) 
							
	 % of cut-off to business target achieved
	  	 	100	% 	 	 	100	% 	 	 	100	% 	 	 	100	% 	 				  			
	 Bonus for cut-off to 100% of target
	  	 	28’000	  	 	 	14’000	  	 	 	21’000	  	 	 	7’000	  	 				  	 	(Bonus, part 2	) 
							
	 % Target achieved above target
	  	 	0	% 	 	 	0	% 	 	 	0	% 	 	 	0	% 	 				  			
	 Accelerated bonus (above target)
	  	 	—  	  	 	 	—  	  	 	 	—  	  	 	 	—  	  	 				  	 	(Bonus, part 3	) 

 The bonus calculation above is split into 3 parts: 

 

	1.	the bonus for making the cut-off point, 


	2.	the bonus for achievement from the cut-off point to 100% of the business target, and 


	3.	the bonus for achievement above the business target. 

 The bonus to be payed is the sum of these 3 results. 
  
 



 








					
	



	 		 	KOFAX IMAGE PRODUCTS
			
		 		 	16245 LAGUNA CANYON
			
		 		 	IRVINE, CA 92618-3603
			
		 		 	PHONE: 949-727-1733
			
		 		 	FAX: 949-727-3144
			
		 		 	http://www.kofax.com

 February 15, 2002 
 Anthony Macciola 
 6773 Groves Court 
 Chino, CA 91710 
 Dear Anthony: 
 It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with
insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal
year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003. 

In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to
approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter),
provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment. 

As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and
vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service. 
 In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from
list B and one from list C. You will also be asked to sign a NonDisclosure agreement that is requested of all employees. 








 Offer – A. Macciola 
 February 15, 2002 
 Page 2 of 2 
  

 To indicate your acceptance of this offer and agreement to these terms, please sign the copy of this
letter and return it to my attention by February 20, 2002. The original is for your records. Your signature on this letter does not bind you to purchase common stock in the Company, exercising your stock options is entirely at your discretion.

 Anthony, we are very happy that you will be returning to Kofax and look forward to working with you again. If you have any questions or
comments, please feel free to call. 
 Kind regards, 
  

							
	/s/ Lynne Scheid	 		 		 	
	Lynne Scheid	 		 		 	
	Director, Human Resources	 		 		 	
		
	THE ABOVE IS ACCEPTABLE TO THE UNDERSIGNED:	 	
				
	 /s/ Anthony Macciola
	 		 	 4/22/02
	 	
	Anthony Macciola	 		 	Start Date	 	













					
	



	 		 	KOFAX IMAGE PRODUCTS
		 		 	  
 16245 LAGUNA CANYON
RD.
  
 IRVINE, CA 92618-3603

 
 PHONE: 949-727-1733

 
 FAX: 949-727-3144

 
 http://www.kofax.com


 February 15, 2002 
 Anthony Macciola 
 6773 Groves Court 
 Chino, CA 91710 
 Dear Anthony: 
 It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with
insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal
year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003. 

In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to
approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter),
provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment. 

As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and
vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service. 
 In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from
list B and one from list C. You will also be asked to sign a Non-Disclosure agreement that is requested of all employees. 








 Offer – A. Macciola 
 February 15, 2002 
 Page 2 of 2 
  

 To indicate your acceptance of this offer and agreement to these terms, please sign the copy of this
letter and return it to my attention by February 20, 2002. The original is for your records. Your signature on this letter does not bind you to purchase common stock in the Company, exercising your stock options is entirely at your discretion.

 Anthony, we are very happy that you will be returning to Kofax and look forward to working with you again. If you have any questions or
comments, please feel free to call. 
 Kind regards, 
  

					
	/s/ Lynne Scheid	 		 	
	Lynne Scheid	 		 	
	Director, Human Resources	 		 	
	
	THE ABOVE IS ACCEPTABLE TO THE UNDERSIGNED:
			
	  
	 		 	  

	Anthony Macciola	 		 	Start Date









					
	



	 		 	KOFAX IMAGE PRODUCTS
		 		 	  
 16245 LAGUNA CANYON

 
 IRVINE, CA 92618-3603

 
 PHONE: 949-727-1733

 
 FAX: 949-727-3144

 
 http://www.kofax.com


 February 15, 2002 
 Anthony Macciola 
 6773 Groves Court 
 Chino, CA 91710 
 Dear Anthony: 
 It is a pleasure to extend to you our offer of employment with Kofax Image Products as Vice President, Marketing reporting to the President of Kofax. Your monthly salary will be $14,584.00 together with
insurance benefits that are made generally available to employees of the Company. In addition to your base salary, you will be a participant in the executive bonus plan and will have the opportunity to earn up to an additional $20,000 per fiscal
year. You will receive a pro-rated bonus at the end of FY02 and then be eligible for the entire bonus at the conclusion of FY03. Your compensation package will be up for review on July 1, 2003. 

In the event you should elect to join the Company, the Company would grant you an option to purchase up to 30,000 shares of common stock, subject to
approval of the DICOM Board of Directors. This stock would vest over a four-year period at the rate of 25% of the shares on the anniversary date of your employ as a regular employee and then on a quarterly basis thereafter (6.25% per quarter),
provided you continue to be an employee. The option price of the common stock will be the fair market value on the date of your employment. 

As a former employee of Kofax, you will receive credit for your prior service, less the number of months that you were gone for Company seniority and
vacation accrual purposes. Based on an anticipated hire date of April 8, 2002, you would return to Kofax with 8 years and 5 months of prior service. 
 In order to comply with the Immigration Act requirements, we must ask that you bring with you on your first day of employment, one document from list A on the attached I-9 form or two documents, one from
list B and one from list C. You will also be asked to sign a NonDisclosure agreement that is requested of all employees.