"BASE SALARY"),
WHICH SALARY SHALL BE PAYABLE BY THE COMPANY IN REGULAR INSTALLMENTS IN
ACCORDANCE WITH THE COMPANY'S GENERAL PAYROLL PRACTICES (IN EFFECT FROM TIME TO
TIME).
THE BOARD SHALL UNDERTAKE AN ANNUAL REVIEW OF EXECUTIVE'S BASE SALARY.
IN ADDITION, DURING THE EMPLOYMENT PERIOD, EXECUTIVE SHALL BE ENTITLED TO
PARTICIPATE IN ALL OF THE COMPANY'S EMPLOYEE BENEFIT PROGRAMS FOR WHICH SENIOR
EXECUTIVE EMPLOYEES OF THE COMPANY AND ITS SUBSIDIARIES ARE GENERALLY ELIGIBLE,
AND EXECUTIVE SHALL BE ENTITLED TO FOUR WEEKS OF PAID VACATION EACH CALENDAR
YEAR IN ACCORDANCE WITH THE COMPANY'S POLICIES, WHICH IF NOT TAKEN DURING ANY
YEAR MAY NOT BE CARRIED FORWARD TO ANY SUBSEQUENT CALENDAR YEAR AND NO
COMPENSATION SHALL BE PAYABLE IN LIEU THEREOF.
DURING THE EMPLOYMENT PERIOD,
THE COMPANY SHALL PROVIDE EXECUTIVE WITH A CAR COMPARABLE TO THAT WHICH HE IS
USING ON THE DATE OF THIS AGREEMENT ("CAR").
THE EMPLOYEE SHALL TAKE GOOD CARE
OF THE CAR AND ENSURE THAT THE PROVISIONS AND CONDITIONS OF ANY POLICY OF
INSURANCE RELATING THERETO ARE OBSERVED (INCLUDING THE PROVISION WITH RESPECT TO
PROTECTION OF THE CAR), AND IN THE EVENT THAT THE EMPLOYEE'S EMPLOYMENT
TERMINATES FOR WHATEVER REASON, HE SHALL FORTHWITH RETURN THE CAR WITH THE KEYS
AND ALL LICENSES AND OTHER DOCUMENTATION RELATING TO THE CAR, TO THE COMPANY.
THE EMPLOYEE SHALL NOT HAVE ANY LIEN RIGHT IN THE CAR OR IN ANY DOCUMENT OR
PROPERTY RELATING THERETO.
(B)
DURING THE EMPLOYMENT PERIOD, THE COMPANY
SHALL REIMBURSE EXECUTIVE FOR ALL REASONABLE BUSINESS EXPENSES INCURRED BY HIM
IN THE COURSE OF PERFORMING HIS DUTIES AND RESPONSIBILITIES UNDER THIS AGREEMENT
WHICH ARE CONSISTENT WITH THE COMPANY'S POLICIES IN EFFECT FROM TIME TO TIME
WITH RESPECT TO TRAVEL, ENTERTAINMENT AND OTHER BUSINESS EXPENSES, SUBJECT TO
THE COMPANY'S REQUIREMENTS WITH RESPECT TO REPORTING AND DOCUMENTATION OF SUCH
EXPENSES.
(C)
IN ADDITION TO THE BASE SALARY, THE BOARD
MAY, IN ITS SOLE DISCRETION, AWARD A BONUS TO EXECUTIVE FOLLOWING THE END OF
EACH FISCAL YEAR DURING THE EMPLOYMENT PERIOD BASED UPON EXECUTIVE'S PERFORMANCE
AND THE COMPANY'S OPERATING RESULTS DURING SUCH YEAR; PROVIDED, THAT AS LONG AS
EXECUTIVE SHALL REMAIN EMPLOYED BY THE COMPANY ON JANUARY 4, 2004, EXECUTIVE
SHALL BE ENTITLED TO A MINIMUM PERFORMANCE BONUS EQUAL TO 25% OF HIS BASE SALARY
FOR FISCAL 2003.
(D)
IN ADDITION TO THE BASE SALARY AND ANY
BONUSES PAYABLE TO EXECUTIVE PURSUANT TO THIS PARAGRAPH, EXECUTIVE SHALL BE
ENTITLED TO HEALTH INSURANCE AND DISABILITY INSURANCE OF SUCH COVERAGE AS
REASONABLY DETERMINED BY THE BOARD AND TERM LIFE INSURANCE IN AN AMOUNT EQUAL TO
TWO TIMES EXECUTIVE'S BASE SALARY.
(E)
DURING THE EMPLOYMENT PERIOD, EXECUTIVE
SHALL ALSO BE ENTITLED TO REASONABLE PERIODS OF SICK LEAVE (WITHOUT LOSS OF PAY)
IN ACCORDANCE WITH THE COMPANY'S POLICIES AS IN EFFECT FROM TIME TO TIME.
(F)
ALL AMOUNTS PAYABLE TO EXECUTIVE AS
COMPENSATION HEREUNDER SHALL BE SUBJECT TO ALL REQUIRED AND CUSTOMARY
WITHHOLDING BY THE COMPANY.
2
4.
TERM.
(A)
UNLESS RENEWED BY THE MUTUAL AGREEMENT OF
THE COMPANY AND EXECUTIVE, THE EMPLOYMENT PERIOD SHALL END