shall
review Executive's Annual Base Salary and consider an increase thereto.
3.2.
ANNUAL BONUS.
IN ADDITION TO THE ANNUAL BASE SALARY, EFFECTIVE
JANUARY 1, 2007 AND ANNUALLY THEREAFTER, EXECUTIVE SHALL BE ELIGIBLE TO RECEIVE
AN ANNUAL CASH BONUS IN AN AMOUNT EQUAL TO FIFTY PERCENT (50%) OF THE ANNUAL
BASE SALARY, AS DETERMINED BY THE BOARD OF DIRECTORS BASED UPON THE SATISFACTION
OF CERTAIN OBJECTIVE CRITERIA AND PERFORMANCE STANDARDS ESTABLISHED ANNUALLY BY
MUTUAL AGREEMENT OF THE EXECUTIVE AND THE BOARD OF DIRECTORS.
3.3.
STOCK OPTIONS.
EXECUTIVE SHALL BE ELIGIBLE TO RECEIVE STOCK
OPTIONS, RESTRICTED STOCK OR OTHER EQUITY INCENTIVE GRANTS PURSUANT TO ONE OR
MORE EQUITY INCENTIVE PLANS OFFERED BY THE COMPANY FROM TIME TO TIME, SUBJECT TO
THE APPROVAL OF THE BOARD OF DIRECTORS.
ANY AND ALL STOCK OPTIONS PREVIOUSLY
GRANTED TO EXECUTIVE BY COMPANY WILL CONTINUE TO VEST THROUGHOUT THE EMPLOYMENT
TERM.
4.
HEALTH AND WELFARE BENEFIT PLANS.
THE EXECUTIVE AND/OR THE
EXECUTIVE'S FAMILY, AS THE CASE MAY BE, SHALL BE ELIGIBLE FOR PARTICIPATION IN
AND SHALL RECEIVE ALL BENEFITS UNDER HEALTH AND WELFARE BENEFIT PLANS,
PRACTICES, POLICIES AND PROGRAMS PROVIDED BY THE COMPANY (INCLUDING, WITHOUT
LIMITATION, MEDICAL PRESCRIPTION, DENTAL DISABILITY, SALARY CONTINUANCE,
EMPLOYEE LIFE, GROUP LIFE, ACCIDENTAL DEATH AND TRAVEL ACCIDENT INSURANCE PLANS
AND PROGRAMS) TO THE EXTENT GENERALLY APPLICABLE TO EMPLOYEES OF THE COMPANY.
5.
CUSTOMARY BENEFITS.
EXECUTIVE SHALL BE ENTITLED TO ALL CUSTOMARY
AND USUAL FRINGE BENEFITS AND SHALL BE ENTITLED TO PARTICIPATE IN ALL SAVINGS
AND RETIREMENT PLANS, PRACTICES, POLICIES AND PROGRAMS GENERALLY APPLICABLE TO
EMPLOYEES OF THE COMPANY THAT ARE IN EFFECT DURING THE EMPLOYMENT TERM, SUBJECT
TO THE TERMS AND CONDITIONS OF COMPANY'S BENEFIT PLAN DOCUMENTS, AS APPLICABLE.
COMPANY RESERVES THE RIGHT TO CHANGE OR ELIMINATE THE FRINGE BENEFITS OR PLANS,
PRACTICES AND PROGRAMS ON A COMPANY-WIDE, PROSPECTIVE BASIS, AT ANY TIME.
6.
BUSINESS EXPENSES.
EXECUTIVE SHALL BE ENTITLED TO RECEIVE PROMPT
REIMBURSEMENT FOR ALL REASONABLE, OUT-OF-POCKET BUSINESS EXPENSES INCURRED IN
THE PERFORMANCE OF HIS DUTIES ON BEHALF OF COMPANY.
TO OBTAIN REIMBURSEMENT,
EXPENSES MUST BE SUBMITTED PROMPTLY WITH APPROPRIATE SUPPORTING DOCUMENTATION IN
ACCORDANCE WITH COMPANY'S POLICIES.
7.
VACATION.
EXECUTIVE SHALL BE ENTITLED TO AN AGGREGATE OF THIRTY
(30) DAYS OF PAID VACATION, PERSONAL AND SICK DAYS EACH CALENDAR YEAR, EFFECTIVE
2006 AND EACH YEAR THEREAFTER, IN ACCORDANCE WITH THE COMPANY'S PLANS, POLICIES
AND PROGRAMS THEN IN EFFECT.
8.
SEVERANCE PACKAGE UPON TERMINATION OF EMPLOYMENT OTHER THAN FOR
CAUSE.
IF (I) THE COMPANY TERMINATES EXECUTIVE'S EMPLOYMENT WITHOUT CAUSE, (II)
EXECUTIVE RESIGNS AS AN
2
EMPLOYEE OF THE COMPANY FOR GOOD REASON OR (III) THE EXECUTIVE IS DISABLED (AS
DEFINED BELOW), THE COMPANY AGREES TO PROVIDE EXECUTIVE WITH THE SEVERANCE
PACKAGE DESCRIBED IN SECTION 8.1 BELOW IN ACCORDANCE WITH THE PAYMENT SCHEDULE
SET FORTH IN SECTION 8.2 BELOW, PROVIDED EXECUTIVE AGREES TO COMPLY WITH ALL OF
THE CONDITIONS SET FORTH IN SECTION 8.3 BELOW.
8.1.
DESCRIPTION OF SEVERANCE PACKAGE.
THE "SEVERANCE PACKAGE" WILL
CONSIST OF:
(A)
ALL ACCRUED OBLIGATIONS (DEFINED BELOW);
(B)
A "SEVERANCE PAYMENT" EQUAL TO TWO (2) YEARS OF EXECUTIVE'S