THE EXECUTIVE
HEREUNDER, COMMENCING SEPTEMBER 6, 2006, THE COMPANY AGREES TO PAY A SALARY AT A
RATE OF NO LESS THAN FOUR HUNDRED TWENTY-FIVE THOUSAND DOLLARS ($425,000) PER
YEAR, PAYABLE IN THE MANNER AND FREQUENCY IN WHICH THE COMPANY'S PAYROLL IS
CUSTOMARILY HANDLED, AND SUBJECT, AT THE SOLE DISCRETION OF THE BOARD, TO
INCREASE AT THE TIME ANNUAL REVIEWS OF THE SALARIES OF OTHER SENIOR EXECUTIVE
OFFICERS ARE TO BE CONDUCTED ("SALARY").
5.
BONUS. THE EXECUTIVE SHALL BE ELIGIBLE FOR AN ANNUAL PERFORMANCE
BONUS OF UP TO SEVENTY PERCENT (70%) OF SALARY.
IN THE FIRST TWELVE (12) MONTHS
OF THIS AGREEMENT 50% ($148,750) OF THIS BONUS TARGET SHALL BE GUARANTEED TO THE
EXECUTIVE; THE REMAINING 50% SHALL BE DEPENDENT ON ACHIEVEMENT OF DEFINED
COMPANY AND INDIVIDUAL PERFORMANCE TARGETS MUTUALLY AGREED UPON BY THE COMPANY
AND THE EXECUTIVE.
AFTER THIS INITIAL PERIOD, ACHIEVEMENT OF THE FULL BONUS
TARGET SHALL BE DEPENDENT ON ACHIEVEMENT OF DEFINED COMPANY AND INDIVIDUAL
PERFORMANCE TARGETS ESTABLISHED BY THE BOARD OR AN APPROPRIATE COMMITTEE THEREOF
FOLLOWING DISCUSSIONS WITH THE EXECUTIVE. BASED ON PERFORMANCE, THE BOARD IN ITS
DISCRETION MAY AWARD AN ADDITIONAL BONUS, ABOVE THE 70% TARGET.
FOR THE INITIAL
TWELVE (12) MONTH PERIOD, THE BONUS SHALL BE PAID WITHIN THIRTY (30) DAYS OF THE
LAST MONTH OF THE PERIOD, AND WOULD BE MADE IN LIEU OF ANY OTHER CORPORATE BONUS
PLAN IN PLACE FOR 2006 OR 2007.
FOR THE PERIOD FROM THE END OF THE INITIAL
TWELVE (12) MONTHS TO YEAR END 2007, THE BOARD AND THE EXECUTIVE SHALL MUTUALLY
AGREE TO A BONUS PLAN AND APPROPRIATE GOALS FOR SUCH PERIOD.
BEYOND YEAR END
2007, FOR EACH FULL YEAR THE ANNUAL PERFORMANCE BONUS IS TO BE PAID, IT SHALL BE
PAID WITHIN THIRTY (30) DAYS OF THE COMPLETION OF THE YEAR-END FINANCIAL
STATEMENTS FOR THAT YEAR, BUT IN NO EVENT LATER THAN MAY 31 OF THE FOLLOWING
YEAR. THE BOARD, OR AN APPROPRIATE COMMITTEE THEREOF, MAY CHANGE THE BONUS
TARGET ANNUALLY AND ANY DISPUTE AS TO WHETHER EXECUTIVE MET THE PERFORMANCE
TARGETS FOR A YEAR SHALL BE DETERMINED CONCLUSIVELY BY THE COMPENSATION
COMMITTEE OF THE BOARD. AS CHIEF EXECUTIVE OFFICER OF THE COMPANY, ADJUSTMENTS
TO THE COMPENSATION PACKAGE, INCLUDING BASE PAY, ANNUAL BONUS AND ANNUAL STOCK
OPTION AWARDS, WILL BE DETERMINED BY THE BOARD OR AN APPROPRIATE COMMITTEE
THEREOF FOLLOWING DISCUSSIONS WITH THE EXECUTIVE.
6.
PAID TIME OFF. THE EXECUTIVE SHALL BE ENTITLED TO PAID TIME OFF
FOR VACATION, ILLNESS, HOLIDAY AND PERSONAL REASONS IN ACCORDANCE WITH THE
COMPANY'S PAID TIME OFF POLICY AT THE RATE OFFERED TO THE MOST SENIOR EMPLOYEES
OF THE COMPANY WITH THE LONGEST TENURE, BUT PAID VACATION SHALL BE NO LESS THAN
TWENTY (20) DAYS PER CALENDAR YEAR.
7.
COMMUTING AND RELOCATION ALLOWANCE. THE EXECUTIVE UNDERSTANDS AND
AGREES THAT HIS DUTIES UNDER THIS AGREEMENT SHALL BE PRIMARILY PERFORMED, AND
THE CORPORATE HEADQUARTER OPERATIONS OF THE COMPANY SHALL BE CONDUCTED, FROM THE
COMPANY' CORPORATE OFFICES LOCATED IN MILWAUKEE, WISCONSIN AS WELL AS FROM SUCH
OTHER OFFICES OF THE COMPANY AS MAY