EMPLOYEE SHALL
SUBMIT VERIFICATION OF EXPENSES WITHIN 30 DAYS AFTER THE DATE THE EXPENSE WAS
INCURRED, AND THE COMPANY SHALL REIMBURSE EMPLOYEE FOR SUCH EXPENSES ELIGIBLE
FOR REIMBURSEMENT WITHIN 30 DAYS THEREAFTER.
THE RIGHT TO REIMBURSEMENT
HEREUNDER IS NOT SUBJECT TO LIQUIDATION OR EXCHANGE FOR ANY OTHER BENEFIT, AND
THE AMOUNT OF EXPENSES ELIGIBLE FOR REIMBURSEMENT IN A CALENDAR YEAR SHALL NOT
AFFECT THE EXPENSES ELIGIBLE FOR REIMBURSEMENT IN ANY OTHER CALENDAR YEAR.
SUCH
AUTOMOBILE PLAN WILL BE STRUCTURED WITHIN IRS REQUIREMENTS FOR PERSONAL USE OF A
COMPANY VEHICLE.
IN ADDITION TO COMPLYING WITH THE COMPANY'S SUBSTANCE ABUSE
POLICY AND TESTING PROGRAM, EMPLOYEE
SHALL NEVER DRIVE THE VEHICLE WHILE
IMPAIRED BY OR UNDER THE INFLUENCE OF ALCOHOL OR ILLEGAL DRUGS.
(F)
ANNUAL PERFORMANCE BONUS.
FOR EACH COMPLETE FISCAL YEAR THAT
EMPLOYEE IS EMPLOYED BY THE COMPANY, EMPLOYEE SHALL BE ELIGIBLE FOR AN ANNUAL
BONUS IN AN AMOUNT UP TO 25% OF EMPLOYEE'S BASE SALARY DURING SUCH FISCAL YEAR.
EMPLOYEE'S ELIGIBILITY FOR ANY SUCH BONUS, AND THE AMOUNT OF ANY SUCH BONUS THAT
IS PAID, SHALL BE BASED UPON AND SUBJECT TO REASONABLE CRITERIA ESTABLISHED BY
THE BOARD OR A COMMITTEE OF THE BOARD.
ANY BONUS EARNED BY EMPLOYEE FOR A
FISCAL YEAR SHALL BE PAYABLE TO EMPLOYEE NO LATER THAN 60 DAYS FOLLOWING THE
FISCAL YEAR FOR WHICH THE BONUS WAS EARNED.
EMPLOYEE WILL NOT BE ELIGIBLE FOR
A BONUS FOR PERFORMANCE DURING 2006.
4.
AFFILIATED ENTITIES.
AS USED IN THIS AGREEMENT, "AFFILIATES"
INCLUDES THE COMPANY AND EACH CORPORATION, PARTNERSHIP, LLC OR OTHER ENTITY THAT
CONTROLS THE COMPANY, IS CONTROLLED BY THE COMPANY, OR IS UNDER COMMON CONTROL
WITH THE COMPANY (IN EACH CASE "CONTROL" MEANING THE DIRECT OR INDIRECT
OWNERSHIP OF 50% OR MORE OF ALL OUTSTANDING EQUITY INTERESTS).
5.
CONFIDENTIAL INFORMATION.
EXCEPT AS PERMITTED BY THE COMPANY,
EMPLOYEE WILL NOT AT ANY TIME DIVULGE, FURNISH OR MAKE ACCESSIBLE TO ANYONE OR
USE IN ANY WAY OTHER THAN IN THE
ORDINARY COURSE OF THE BUSINESS OF THE COMPANY OR ITS AFFILIATES, ANY
CONFIDENTIAL, PROPRIETARY OR SECRET KNOWLEDGE OR INFORMATION OF THE COMPANY OR
ITS AFFILIATES THAT EMPLOYEE HAS ACQUIRED OR WILL ACQUIRE ABOUT THE COMPANY OR
ITS AFFILIATES, WHETHER DEVELOPED BY EMPLOYEE OR BY OTHERS, CONCERNING (I) ANY
TRADE SECRETS, (II) ANY CONFIDENTIAL, PROPRIETARY OR SECRET DESIGNS, PROGRAMS,
PROCESSES, FORMULAE, PLANS, DEVICES OR MATERIAL (WHETHER OR NOT PATENTED OR
PATENTABLE) DIRECTLY OR INDIRECTLY USEFUL IN ANY ASPECT OF THE BUSINESS OF THE
COMPANY OR OF ITS AFFILIATES, (III) ANY CUSTOMER OR SUPPLIER LISTS, (IV) ANY
CONFIDENTIAL, PROPRIETARY OR SECRET DEVELOPMENT OR RESEARCH WORK, (V) ANY
STRATEGIC OR OTHER BUSINESS, MARKETING OR SALES PLANS, (VI) ANY FINANCIAL DATA
OR PLANS, OR (VIII) ANY OTHER CONFIDENTIAL OR PROPRIETARY INFORMATION OR SECRET
ASPECTS OF THE BUSINESS OF THE COMPANY OR OF ITS AFFILIATES.
EMPLOYEE
ACKNOWLEDGES THAT THE ABOVE-DESCRIBED KNOWLEDGE AND INFORMATION CONSTITUTES A
UNIQUE AND VALUABLE ASSET OF THE COMPANY AND REPRESENTS A SUBSTANTIAL INVESTMENT
OF TIME AND EXPENSE BY THE COMPANY, AND THAT ANY DISCLOSURE OR OTHER USE OF SUCH