EXECUTION COPY 
	 

	 
		AMENDED AND RESTATED EMPLOYMENT
		AGREEMENT
	 

	 
		AGREEMENT dated as of July 18, 2007, between
		EDWARD J. FRED, residing at 58 West 6th Street, Deer Park, New York
		11729 (“Executive”), and CPI AEROSTRUCTURES, INC., a New York
		corporation having its principal office at 60 Heartland Blvd., Edgewood, New
		York 11717 (“Company”);
	 

	 
		WHEREAS, Executive has served as the
		Company’s Chief Executive Officer and President pursuant to an Employment
		Agreement, dated February 7, 2005 (the “Prior Agreement”); and
		
	 

	 
		WHEREAS, the Company and Executive desire to
		amend and restate the Prior Agreement (as so amended and restated, this
		“Agreement”) to provide for continued employment of Executive by the
		Company for the period and upon the terms and conditions set forth
		herein.
	 

	 
		IT IS AGREED:
	 

	 
		1. Employment, Duties and Acceptance.
	 

	 
		1.1 General. The
		Company hereby agrees to the continued employment of Executive as its Chief
		Executive Officer (“CEO”) and President. All of Executive’s
		powers and authority in any capacity shall at all times be subject to the
		direction and control of the Company’s Board of Directors. The Board may
		assign to Executive such management and supervisory responsibilities and
		executive duties for the Company or any subsidiary of the Company, including
		serving as an executive officer and/or director of any subsidiary, as are
		consistent with Executive’s status as CEO and President. 
	 

	 
		1.2 Full-Time Position. Executive accepts such employment and agrees to devote
		substantially all of his business time, energies and attention to the
		performance of his duties hereunder. Nothing herein shall be construed as
		preventing Executive from making and supervising personal investments, provided
		they will not interfere with the performance of Executive’s duties
		hereunder or violate the provisions of Section 5.4 hereof.
	 

	 
		 
	 

	 
		 
	 



	 
	 

	 

	 
		1.3 Location. The
		Company will maintain its principal executive offices within a 30-mile radius
		of its current location in Edgewood, New York. Executive shall undertake such
		occasional travel, within or outside the United States, as is reasonably
		necessary in the interests of the Company.
	 

	 
		1.4 Board of Directors Position. If, at any time during the Term, Executive is not
		serving as a director of the Company, he shall nonetheless be invited to attend
		each meeting of the Board of Directors of the Company.
	 

	 
		2. Term. The term
		of Executive’s employment hereunder shall commence on July 18, 2007 and
		shall continue until December 31, 2010 (“Term”) unless terminated
		earlier as hereinafter provided in this Agreement, or unless extended by mutual
		written agreement of the Company and Executive. Unless the Company and
		Executive have otherwise agreed in writing, if Executive continues to work for
		the Company after the expiration of the Term, his employment thereafter shall
		be under the same terms and conditions provided for in this Agreement, except
		that his employment will be on an “at will” basis and the provisions
		of Sections 4.5 and 4.7(c) shall no longer be in effect.
	 

	 
		3. Compensation and Benefits.
	 

	 
		3.1 Salary. The
		Company shall pay to Executive a salary (“Base Salary”) at the annual
		rate of (i) $283,150 from July 18, 2007 until December 31, 2007; (ii) $300,000
		from January 1, 2008 until December 31, 2008; (iii) $318,000 from January 1,
		2009 until December 31, 2009; and (iv) $337,000 from January 1, 2010 until
		December 31, 2010. Executive’s compensation shall be paid in equal,
		periodic installments in accordance with the Company’s normal payroll
		procedures.
	 

	 
		3.2 Bonus. In
		addition to Base Salary, for each of the years ending December 31, 2007, 2008,
		2009 and 2010, Executive shall be paid a bonus (“Bonus”) to be
		calculated in the manner set forth on Schedule A
		annexed hereto. The amount of the Bonus shall be pro-rated to the date of
		termination of Executive’s employment. The Bonus with respect to any year
		shall be paid on or prior to April 15 of the following year.
	 

	 
		 
	 

	 
		 
	 

	 
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		3.3 Benefits.
		Executive shall be entitled to such medical, dental, life, disability and other
		benefits as are generally afforded to other executives of the Company, subject
		to applicable waiting periods and other conditions.
	 

	 
		3.4 Vacation.
		Executive shall be entitled to such paid vacation days in each year during the
		Term and to a reasonable number of other days off for religious and personal
		reasons in accordance with customary Company policy.
	 

	 
		3.5 Automobile.
		During the Term, the Company shall provide a luxury class automobile
		(reasonably satisfactory to Executive) for Executive to be used in connection
		with the business of the Company. The Company shall reimburse Executive for all
		costs associated with the use of such automobile, including lease and insurance
		costs, repairs and maintenance.
	 

	 
		3.6 Expenses. The
		Company shall pay or reimburse Executive for all transportation, hotel and
		other expenses reasonably incurred by Executive on business trips (including
		business class air travel if the scheduled flight is more than two (2)
		consecutive hours) and for all other ordinary and reasonable out-of-pocket
		expenses actually incurred by him in the conduct of the business of the Company
		against itemized vouchers submitted with respect to any such expenses and
		approved in accordance with customary procedures.
	 

	 
		3.7 Club Membership.
		During the Term, Executive shall be entitled to a country club membership, as
		long as the Company maintains a group membership at such club.
	 

	 
		4. Termination.
	 

	 
		4.1 Death. If
		Executive dies during the Term, Executive’s employment hereunder shall
		terminate and the Company shall pay to Executive’s estate the amount set
		forth in Section 4.7(a).
	 

	 
		4.2 Disability. The
		Company, by written notice to Executive, may terminate Executive’s
		employment hereunder if Executive shall fail because of illness or incapacity
		to render services of the character contemplated by this Agreement for six
		consecutive months. Upon such termination, the Company shall pay to Executive
		the amount set forth in Section 4.7(a).
	 

	 
		 
	 

	 
		 
	 

	 
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		4.3 By Company for “Cause”. The Company, by written notice to Executive, may
		terminate Executive’s employment hereunder for “Cause”. As used
		herein, “Cause” shall mean: (a) the refusal or failure by Executive
		to carry out specific directions of the Board which are of a material nature
		and consistent with his status as CEO and President, or the refusal or failure
		by Executive to perform a material part of Executive’s duties hereunder;
		(b) the commission by Executive of a material breach of any of the provisions
		of this Agreement; (c) fraud or dishonest action by Executive in his
		relations with the Company or any of its subsidiaries or affiliates
		(“dishonest” for these purposes shall mean Executive’s knowingly
		or recklessly making of a material misstatement or omission for his personal
		benefit); or (d) the conviction of Executive of a felony under federal or state
		law. Notwithstanding the foregoing, no “Cause” for termination shall
		be deemed to exist with respect to Executive’s acts described in clauses
		(a) or (b) above, unless the Company shall have given written notice to
		Executive specifying the “Cause” with reasonable particularity and,
		within thirty calendar days after such notice, Executive shall not have cured
		or eliminated the problem or thing giving rise to such “Cause;”
		provided, however, no more than two cure periods need be provided during any
		twelve-month period. Upon such termination, the Company shall pay to Executive
		the amount set forth in Section 4.7(b).
	 

	 
		4.4 By Company Without “Cause”. The Company may terminate Executive’s employment
		hereunder without “Cause” by giving at least 30 days written notice
		to Executive. Upon such termination, the Company shall pay to Executive the
		amount set forth in Section 4.7(c).
	 

	 
		4.5 By Executive for “Good Reason”. The Executive, by written notice to the Company, may
		terminate Executive’s employment hereunder if a “Good Reason”
		exists. For purposes of this Agreement, “Good Reason” shall mean the
		occurrence of any of the following circumstances without the Executive’s
		prior written consent: (a) a substantial and material adverse change in the
		nature of Executive’s title, duties or responsibilities with the Company
		that represents a demotion from his title, duties or responsibilities as in
		effect immediately prior to such change; (b) Executive is not nominated or is
		removed from service as a director of the Company; (c) material breach of this
		Agreement by the Company; (d) a failure by the Company to make any payment to
		Executive when due, unless the payment is not material and is being
	 

	 
		 
	 

	 
		 
	 

	 
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		contested by the Company, in good faith; (e)
		any person or entity other than the Company and/or any officers or directors of
		the Company as of the date of this Agreement acquires securities of the Company
		(in one or more transactions) having 50% or more of the total voting power of
		all the Company’s securities then outstanding; or (f) a liquidation,
		bankruptcy or receivership of the Company. Notwithstanding the foregoing, no
		“Good Reason” shall be deemed to exist with respect to the
		Company’s acts described in clauses (a), (c) or (d) above, unless
		Executive shall have given written notice to the Company specifying the
		“Good Reason” with reasonable particularity and, within thirty
		calendar days after such notice, the Company shall not have cured or eliminated
		the problem or thing giving rise to such “Good Reason”; provided,
		however, that no more than two cure periods shall be provided during any
		twelve-month period of a breach of clauses (a), (c) or (d) above. Upon such
		termination, the Company shall pay to Executive the amount set forth in Section
		4.7(c).
	 

	 
		4.6 By Executive Without Reason. The Executive may terminate his employment hereunder
		by giving at least 75 days written notice to the Company. Upon such
		termination, the Company shall pay to Executive the amount set forth in Section
		4.7(a).
	 

	 
		4.7 Compensation Upon Termination. In the event that Executive’s employment
		hereunder is terminated, the Company shall pay to Executive the following
		compensation:
	 

	 
		(a) Payment Upon Death or Disability or by Executive Without
		Reason. In the event that
		Executive’s employment is terminated pursuant to Sections 4.1, 4.2 or 4.6,
		the Company shall no longer be under any obligation to Executive or his legal
		representatives pursuant to this Agreement except for: (i) the Base Salary due
		Executive pursuant to Section 3.1 hereof through the date of termination; (ii)
		any Bonus which would have become payable under Section 3.2 for the year in
		which the employment was terminated prorated by multiplying the full amount of
		the Bonus by a fraction, the numerator of which is the number of “full
		calendar months” worked by Executive during the year of termination and
		the denominator of which is 12 (a “full calendar month” is a month in
		which the Executive worked at least two weeks); (iii) all earned and previously
		approved but unpaid Bonuses for any year prior to the
	 

	 
		 
	 

	 
		 
	 

	 
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		year of termination; (iv) all valid expense
		reimbursements, and (v) all accrued but unused vacation pay.
	 

	 
		(b) Payment Upon Termination by the Company For
		“Cause”. In the event that
		the Company terminates Executive’s employment hereunder pursuant to
		Section 4.3, the Company shall have no further obligations to Executive
		hereunder, except for: (i) the Base Salary due Executive pursuant to Section
		3.1 hereof through the date of termination; (ii) all valid expense
		reimbursements; and (iii) all unused vacation pay through the date of
		termination required by law to be paid.
	 

	 
		(c) Payment Upon Termination by Company Without Cause or by
		Executive for Good Reason. In the event
		that Executive’s employment is terminated pursuant to Sections 4.4 or 4.5,
		the Company shall have no further obligations to Executive hereunder except
		for: (i) the Base Salary due Executive pursuant to Section 3.1 hereof through
		the end of the Term; (ii) all earned and previously approved but unpaid
		Bonuses; (iv) all valid expense reimbursements; (v) all accrued but unused
		vacation pay; and (vi) the same medical insurance covering Executive as of the
		date of termination through June 30, 2012. Notwithstanding the foregoing, if a
		“change of control” of the Company (as described in Section 4.5(e))
		occurs prior to a termination of Executive’s employment pursuant to
		Sections 4.4 or 4.5 and if Executive’s employment is then terminated
		pursuant to Sections 4.4 or 4.5, then at the option of Executive, in lieu of
		the above compensation and benefits, the Company shall pay to Executive a lump
		sum payment on the date of termination equal to three times (3X) the total
		compensation (including salary and bonus) earned by Executive during the last
		full calendar year of his employment. 
	 

	 
		(d) Executive shall have no duty to mitigate
		awards paid or payable to him pursuant to this Agreement, and any compensation
		paid or payable to Executive from sources other than the Company will not
		offset or terminate the Company’s obligation to pay to Executive the full
		amounts pursuant to this Agreement. 
	 

	 
		4.8 Resignation as Member of Board. If Executive’s employment hereunder is terminated
		for any reason, then Executive shall, at the Company’s request, resign as
		a director of the Company and all of its subsidiaries, effective upon the date
		of such termination.
	 

	 
		 
	 

	 
		 
	 

	 
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		5. Protection of Confidential Information;
		Non-Competition.
	 

	 
		5.1 Acknowledgment.
		Executive acknowledges that:
	 

	 
		(a) As a result of his current and prior
		employment with the Company, Executive has obtained and will obtain secret and
		confidential information concerning the business of the Company and its
		subsidiaries (referred to collectively in this Section 5 as the
		“Company”), including, without limitation, financial information,
		proprietary rights, trade secrets and “know-how,” customers and
		sources (“Confidential Information”).
	 

	 
		(b) The Company will suffer substantial
		damage which will be difficult to compute if, during the period of his
		employment with the Company or thereafter, Executive should enter a business
		competitive with the Company or divulge Confidential Information.
	 

	 
		(c) The provisions of this Agreement are
		reasonable and necessary for the protection of the business of the
		Company.
	 

	 
		5.2 Confidentiality.
		Executive agrees that he will not at any time, during the Term or thereafter,
		divulge to any person or entity any Confidential Information obtained or
		learned by him as a result of his employment with the Company, except (i) in
		the course of performing his duties hereunder, (ii) with the Company’s
		prior written consent; (iii) to the extent that any such information is in the
		public domain other than as a result of Executive’s breach of any of his
		obligations hereunder; or (iv) where required to be disclosed by court order,
		subpoena or other government process. If Executive shall be required to make
		disclosure pursuant to the provisions of clause (iv) of the preceding sentence,
		Executive promptly, but in no event more than 48 hours after learning of such
		subpoena, court order, or other government process, shall notify, confirmed by
		mail, the Company and, at the Company’s expense, Executive shall: (a) take
		all reasonably necessary and lawful steps required by the Company to defend
		against the enforcement of such subpoena, court order or other government
		process, and (b) permit the Company to intervene and participate with counsel
		of its choice in any proceeding relating to the enforcement thereof.
	 

	 
		 
	 

	 
		 
	 

	 
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		5.3 Documents. Upon
		termination of his employment with the Company, Executive will promptly deliver
		to the Company all memoranda, notes, records, reports, manuals, drawings,
		blueprints and other documents (and all copies thereof) relating to the
		business of the Company and all property associated therewith, which he may
		then possess or have under his control; provided, however, that Executive shall
		be entitled to retain copies of such documents reasonably necessary to document
		his financial relationship with the Company.
	 

	 
		5.4 Non-competition.
		While Executive is employed by the Company and for a period of two years
		thereafter, Executive, without the prior written permission of the Company,
		shall not, anywhere in the world, (i) be employed by, or render any services
		to, (a) any person, firm or corporation engaged in any business
		(“Competitive Business”) which is directly in competition with any
		“material” business conducted by the Company or any of its
		subsidiaries at the time of termination (as used herein “material”
		means a business which generated at least 10% of the Company’s
		consolidated revenues for the last full fiscal year for which audited financial
		statements are available) or (b) any of the Company’s customers or other
		persons with whom the Company has a contractual relationship; (ii) engage in
		any Competitive Business for his or its own account; (iii) be associated with
		or interested in any Competitive Business as an individual, partner,
		shareholder, creditor, director, officer, principal, agent, employee, trustee,
		consultant, advisor or in any other relationship or capacity; (iv) employ or
		retain, or have or cause any other person or entity to employ or retain, any
		person who was employed or retained by the Company while Executive was employed
		by the Company (other than Executive’s personal secretary and assistant);
		or (v) solicit, interfere with, or endeavor to entice away from the Company,
		for the benefit of a Competitive Business, any of its customers or other
		persons with whom the Company has a contractual relationship. Notwithstanding
		the foregoing, nothing in this Agreement shall preclude Executive from
		investing his personal assets in any manner he chooses, provided, however, that
		Executive may not, during the period referred to in this Section 5.4, own more
		than 4.9% of the equity securities of any Competitive Business.
	 

	 
		5.5 Injunctive Relief. If Executive commits a breach, or threatens to commit
		a breach, of any of the provisions of Sections 5.2 or 5.4, the Company shall
		have the right and remedy to seek to have the provisions of this Agreement
		specifically enforced by any court having equity jurisdiction, it being
		acknowledged and agreed by Executive that the services
	 

	 
		 
	 

	 
		 
	 

	 
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		being rendered hereunder to the Company are
		of a special, unique and extraordinary character and that any such breach or
		threatened breach will cause irreparable injury to the Company and that money
		damages will not provide an adequate remedy to the Company. The rights and
		remedies enumerated in this Section 5.5 shall be in addition to, and not in
		lieu of, any other rights and remedies available to the Company under law or
		equity. In connection with any legal action or proceeding arising out of or
		relating to this Agreement, the prevailing party in such action or proceeding
		shall be entitled to be reimbursed by the other party for the reasonable
		attorneys’ fees and costs incurred by the prevailing party.
	 

	 
		5.6 Modification. If
		any provision of Sections 5.2 or 5.4 is held to be unenforceable because of the
		scope, duration or area of its applicability, the tribunal making such
		determination shall have the power to modify such scope, duration, or area, or
		all of them, and such provision or provisions shall then be applicable in such
		modified form.
	 

	 
		5.7 Survival. The
		provisions of this Section 5 shall survive the termination of this Agreement
		for any reason, except in the event Executive is terminated by the Company
		without “Cause,” or if Executive terminates this Agreement with
		“Good Reason,” in either of which events, clauses (i), (ii) and (iii)
		of Section 5.4 shall be null and void and of no further force or effect. The
		non-renewal of this Agreement at the end of the Term shall not be a termination
		by the Company without “Cause.”
	 

	 
		6. Miscellaneous Provisions.
	 

	 
		6.1 Notices. All
		notices provided for in this Agreement shall be in writing, and shall be deemed
		to have been duly given when (i) delivered personally to the party to receive
		the same, or (ii) when mailed first class postage prepaid, by certified mail,
		return receipt requested, addressed to the party to receive the same at his or
		its address set forth below, or such other address as the party to receive the
		same shall have specified by written notice given in the manner provided for in
		this Section 6.1. All notices shall be deemed to have been given as of the date
		of personal delivery or mailing thereof.
	 

	 
		 
	 

	 
		 
	 

	 
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				  If to Executive:
				

			 
	
				
				   
				

			 	
				
				   
				

			 
	
				
				   
				

			 	
				
				  Edward J. Fred

				  58 West 6th Street

				  Deer Park, New York 11729
				

			 
	
				
				   
				

			 	
				
				   
				

			 
	
				
				  If to the Company:
				

			 
	
				
				   
				

			 	
				
				   
				

			 
	
				
				   
				

			 	
				
				  CPI Aerostructures, Inc.

				  60 Heartland Blvd.

				  Edgewood, New York 11717

				  Attn: Chairman
				

			 
	
				
				   
				

			 	
				
				   
				

			 
	
				
				  With a copy in either case
				  to:
				

			 
	
				
				   
				

			 	
				
				   
				

			 
	
				
				   
				

			 	
				
				  Graubard Miller

				  405 Lexington Avenue

				  New York, New York 10174

				  Attn: David Alan Miller, Esq.
				

			 

 

	 
		6.2 Entire Agreement; Waiver. This Agreement sets forth the entire agreement of the
		parties relating to the employment of Executive and is intended to supersede
		all prior negotiations, understandings and agreements. No provisions of this
		Agreement may be waived or changed except by a writing by the party against
		whom such waiver or change is sought to be enforced. The failure of any party
		to require performance of any provision hereof or thereof shall in no manner
		affect the right at a later time to enforce such provision.
	 

	 
		6.3 Governing Law.
		All questions with respect to the construction of this Agreement, and the
		rights and obligations of the parties hereunder, shall be determined in
		accordance with the law of the State of New York applicable to agreements made
		and to be performed entirely in New York.
	 

	 
		6.4 Binding Effect; Nonassignability. This Agreement shall inure to the benefit of and be
		binding upon the successors and assigns of the Company. This Agreement shall
		not be assignable by Executive, but shall inure to the benefit of and be
		binding upon Executive’s heirs and legal representatives.
	 

	 
		6.5 Severability.
		Should any provision of this Agreement become legally unenforceable, no other
		provision of this Agreement shall be affected, and this Agreement shall
		continue as if the Agreement had been executed absent the unenforceable
		provision.
	 

	 
		 
	 

	 
		 
	 

	 
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		6.6 Section 409A.
		This Agreement is intended to comply with the provisions of Section 409A of the
		Internal Revenue Code (“Section 409A”). To the extent that any
		payments and/or benefits provided hereunder are not considered compliant with
		Section 409A, the parties agree that the Company shall take all actions
		necessary to make such payments and/or benefits become compliant.
	 

	 
		IN WITNESS WHEREOF, the parties have
		executed this Agreement on the date first above written.
	 

	 
		 
	 

	 
			
				
				   
				

			 	
				
				   
				

			 	
				
				  CPI AEROSTRUCTURES, INC.
				

			 
	
				
				

			 	
				
				   
				

			 	
				
				  By: 
				

			 	
				
				  
 /s/ Vincent Palazzolo
				

			 
	
				
				   
				

			 	
				
				   
				

			 	
				
				   
				

			 	
				
				  Vincent Palazzolo, Chief Financial
				  Officer
				

			 

 

	 
		 
	 

	 
			
				
				

			 	
				
				   
				

			 	
				
				  
 /s/ Edward J. Fred
				

			 
	
				
				   
				

			 	
				
				   
				

			 	
				
				  EDWARD J. FRED
				

			 

 

	 
		 
	 

	 
		 
	 

	 
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		SCHEDULE A
	 

	 
		Bonus: Based on our common understanding of the significance
		of your participation in the budgeting process of the Company, your bonus shall
		be based on specific revenue and earnings before interest, taxes, depreciation
		and amortization (“EBITDA”) goals, which shall allow you to earn a
		target annual bonus equal to sixty-five percent (65%) of your annual base
		salary if a 10% annual increase is achieved. The Company’s auditors will
		determine EBITDA after taking into account all necessary provisions and the
		accrual of all bonuses, including your own bonus, and excluding all
		extraordinary items. Twenty-five percent (25%) of the bonus amount will be
		determined by revenues (the “revenue bonus”) and seventy-five percent
		(75%) by EBITDA (the “EBITDA bonus”).
	 

	 
		EBITDA Bonus
	 

	 
		1. At 100% of EBITDA target (i.e., 10%
		growth), your EBITDA bonus will equal 100% of 75% of 65% of base salary.
	 

	 
		2. Should EBITDA fall short or exceed EBITDA
		target, your EBITDA bonus will decrease or increase based on the grid, below.
		For example, if there is a 50% increase in EBITDA, the EBITDA bonus would equal
		150% of 75% of 65% of base salary; and if there is a 10% decrease in EBITDA,
		the EBITDA bonus would equal 25% of 75% of 65% of base salary.
	 

	 
		3. If the decrease in EBITDA is 15% or more,
		no EBITDA bonus will be paid.
	 

	 
		Revenue Bonus
	 

	 
		1. At 100% of revenue target (i.e., 10%
		growth), your revenue bonus will equal 100% of 25% of 65% of base
		salary.
	 

	 
		2. Should revenue fall short or exceed
		revenue target, your revenue bonus will decrease or increase based on the grid,
		below. For example, if there is a 50% increase in revenue, the revenue bonus
		would equal 150% of 25% of 65% of base salary; and if there is a10% decrease in
		revenue, the revenue bonus would equal 25% of 25% of 65% of base salary.
	 

	 
		3. If the decrease in revenue is 15% or
		more, no revenue bonus will be paid.
	 

	 
		4. Notwithstanding the foregoing, if EBITDA
		for the year preceding the year for which the EBITDA bonus is to be determined
		is less than $1 million, then the EBITDA bonus will be calculated by comparing
		the current year’s EBITDA to the EBITDA of the first preceding year in
		which EBITDA was in excess of $2 million.
	 

	 
		General
	 

	 
		1. Both bonuses will be adjusted pro rata if
		EBITDA and/or revenues fall in between two grid percentages.
	 

	 
		 
	 

	 
		 
	 



	 
	 

	 

	 
		2. The first $140,000 of bonus would be paid
		in cash. The balance would be paid half in cash and half in shares of the
		Company’s common stock, valued at the VWAP for the five trading days
		ending two days before issuance. They will be issued under the Company’s
		Performance Equity Plan 2000.
	 

	 
		3. The Company and executive to mutually
		agree on how to handle all acquisitions.
	 

	 
		Grid
	 

	 
		 
	 

	 
			
				
				  Growth
				

			 	
				
				   
				

			 	
				
				  Bonus
				

			 
	
				
				  Decrease greater than 15%
				

			 	
				
				   
				

			 	
				
				  No bonus
				

			 
	
				
				  Decrease 10%
				

			 	
				
				   
				

			 	
				
				  75% Decrease
				

			 
	
				
				  Decrease 5%
				

			 	
				
				   
				

			 	
				
				  50% Decrease
				

			 
	
				
				  Flat
				

			 	
				
				   
				

			 	
				
				  25% Decrease
				

			 
	
				
				  Increase 5%
				

			 	
				
				   
				

			 	
				
				  10% Decrease
				

			 
	
				
				  Increase 10%
				

			 	
				
				   
				

			 	
				
				  Baseline bonus
				

			 
	
				
				  Increase 15%
				

			 	
				
				   
				

			 	
				
				  5% Increase
				

			 
	
				
				  Increase 25%
				

			 	
				
				   
				

			 	
				
				  10% Increase
				

			 
	
				
				  Increase 50%
				

			 	
				
				   
				

			 	
				
				  50% Increase
				

			 
	
				
				  Increase 100% or greater
				

			 	
				
				   
				

			 	
				
				  75% Increase
				

			 

 

	 
		 
	 

	 
		 
	 

	 
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