EXHIBIT 10.13


CASH COMPENSATION ARRANGEMENTS
WITH EXECUTIVE OFFICERS


Fiscal 2007 Bonuses


The following are the
fiscal 2007 cash bonuses for the following executive officers:


	
  Timothy

  Montgomery

  	
   

  	
  Chief
  Executive Officer

  	
   

  	
  $

  	
  169,688

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  William Tamblyn

  	
   

  	
  Executive
  Vice President and Chief

  Financial Officer

  	
   

  	
  $

  	
  100,000

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Lowell Trangsrud

  	
   

  	
  Executive
  Vice President

  	
   

  	
  $

  	
  100,000

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Lee House

  	
   

  	
  Vice
  President of Engineering, Voice

  Communications and Echo Cancellation

  Products

  	
   

  	
  $

  	
  45,540

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Chalan Aras

  	
   

  	
  Vice
  President, Corporate Development

  	
   

  	
  $

  	
  35,438

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Todd Simpson

  	
   

  	
  Vice
  President, Marketing

  	
   

  	
  $

  	
  55,261

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Sandeep Pombra

  	
   

  	
  Chief Technology
  Officer

  	
   

  	
  $

  	
  53,400

  	
   

  



Fiscal 2008 Salaries and Target Bonuses


The following are the
fiscal 2008 salaries and target bonuses for the executive officers other
than the Vice President, Worldwide Sales:


	
  Officer

  	
   

  	
  Salary

  	
   

  	
  Target Bonus as %

  of Salary

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Mr. Montgomery

  	
   

  	
  $

  	
  375,000

  	
   

  	
  0

  	
  %

  
	
  Mr. Tamblyn

  	
   

  	
  $

  	
  266,400

  	
   

  	
  60

  	
  %

  
	
  Mr. Trangsrud

  	
   

  	
  $

  	
  266,400

  	
   

  	
  60

  	
  %

  
	
  Mr. House

  	
   

  	
  $

  	
  231,000

  	
   

  	
  40

  	
  %

  
	
  Dr. Aras

  	
   

  	
  $

  	
  210,000

  	
   

  	
  45

  	
  %

  
	
  Mr. Simpson

  	
   

  	
  $

  	
  218,016

  	
   

  	
  45

  	
  %

  
	
  Dr. Pombra

  	
   

  	
  $

  	
  227,115

  	
   

  	
  42

  	
  %

  



Fiscal 2008 Management Bonus Plan


The following is the 2008
Management Bonus Plan applicable to the executive officers other than
the Vice President, Worldwide Sales:


Bonuses
will be earned based on (a) Company performance as against the Company’s 2008
Operating Plan, (b) individual performance as against established individual
goals, and (c) discretionary portion.  Weighting of these components is as
follows:











Weighting:


	
  Revenue

  	
   

  	
  40

  	
  %

  
	
  Operating Profit

  	
   

  	
  30

  	
  %

  
	
  Individual Goals

  	
   

  	
  20

  	
  %

  
	
  Discretionary
  Bonus

  	
   

  	
  10

  	
  %

  
	
  Total

  	
   

  	
  100

  	
  %

  



Revenue Component of Executive’s Bonus:


No pay
out if actual revenue does not exceed at least 80% of target revenue as set
forth in the Company’s 2008 Operating Plan.


For
every percentage point actual revenue exceeds 80% of target revenue as set
forth in the Company’s 2008 Operating Plan, the executive will earn 5% of the
portion of target bonus allocated to the revenue component.


Operating Profit Component of Executive’s Bonus:


No pay
out if actual operating profit does not equal or exceed at least 70% of target
operating profit as set forth in the Company’s 2008 Operating Plan.


If
actual operating profit equals 70% of target operating profit as set forth in
the Company’s 2008 Operating Plan, the executive will earn 40% of the portion
of target bonus allocated to the operating profit component.


For
every percentage point actual operating profit exceeds 70% of target operating
profit as set forth in the Company’s 2008 Operating Plan, the executive will
earn (a) an additional 2% of the portion of target bonus allocated to the
operating profit component, until actual operating profit equals target
operating profit as set forth in the Company’s 2008 Operating Plan, and (b) an
additional 3% of the portion of target bonus allocated to the operating profit
component for actual operating profit exceeding target operating profit as set
forth in the Company’s 2008 Operating Plan.


Individual Goals:


Yet to
be determined.


Caps on Bonus:


1.             For the revenue component of the
payment to pay out greater than 100% of target for the revenue component,
actual operating profit must equal or exceed 70% of target operating profit as
set forth in the Company’s 2008 Operating Plan.


2.             The total payout for each Executive
will be capped at 200% of target bonus.


Fiscal 2008 Cash Compensation Arrangements
with Vice President, Worldwide Sales


The following are the
2008 cash compensation arrangements with Gary Testa, the Vice President,
Worldwide Sales (references to Plan are to the Company’s 2008 Operating Plan):


	
  Salary:

  	
  $250,000

  
	
   

  	
   

  
	
  Bookings commissions:

  	
  $100,000 x (Bookings / Plan Bookings) up to Bookings
  equaling Plan Bookings

  



 











 


	
  

  	
  0.5% of Bookings in excess of Plan Bookings up to
  Bookings equaling 115% of Plan Bookings

  
	
   

  	
   

  
	
   

  	
  1.0% of Bookings in excess of 115% of Plan Bookings

  
	
   

  	
   

  
	
  Revenue commissions:

  	
  $100,000 x (Revenue / Plan Revenue) up to Revenue
  equaling Plan Revenue

  
	
   

  	
   

  
	
   

  	
  1.0% of Revenue in excess of Plan Revenue up to
  Revenue equaling 115% of Plan Revenue

  
	
   

  	
   

  
	
   

  	
  2.0% of Revenue in excess of 115% of Plan Revenue

  
	
  Operating income

  	
   

  
	
  commissions:

  	
  $0 if operating income is less than 70% of Plan
  operating income

  
	
   

  	
   

  
	
   

  	
  $8,000 if operating income is 70% or more of Plan
  operating income

  
	
   

  	
   

  
	
   

  	
  An additional (a) $400 for every percentage point
  operating income is in excess of 70% of Plan operating income, plus (b) an
  additional $200 (in addition to the $400) for every percentage point
  operating income is in excess of 100% of Plan operating income, the sum of
  (a) and (b) not to exceed $40,000

  
	
   

  	
   

  
	
   

  	
  An additional $50,000 if revenue is 100% or more of
  Plan revenue