Common use of Incentive Payments Clause in Contracts

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) shall have mutually determined and established Executive’s performance objectives for fiscal year 2008. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after the end of such fiscal year. The amount of, and Executive’s entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he she shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred percent (100%) of his her then Base Salary for full attainment of his her performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his her then Base Salary for extraordinary performance on all or nearly all of his her performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his her Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8)2008, shall not exceed Two One Million One Four Hundred Fifteen Ten Thousand Dollars ($2,115,0001,410,000). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 30 days after the Effective Date, Executive, the Chief Executive Officer and the Compensation Committee of the Board (after receiving input from the Board) shall have mutually collectively determined and established Executive’s performance objectives for fiscal year 2008. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually collectively established by the Compensation Committee of Committee, the Board Chief Executive Officer and Executive during Executive’s annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after the end of such fiscal year. The amount of, and Executive’s entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 20082008 (excluding any payments made pursuant to Section 3.6 hereof), including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8)2008, shall not exceed Eight Hundred Eighty-One Thousand Two Million One Hundred Fifteen Thousand Fifty Dollars ($2,115,000881,250). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 45 days after the Effective Date, Executive, the Chief Executive Officer and the Compensation Committee of the Board (after receiving input from the Board) shall have mutually collectively determined and established Executive’s performance objectives for fiscal year 2008. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually collectively established by the Compensation Committee of Committee, the Board Chief Executive Officer and Executive during Executive’s annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after the end of such fiscal year. The amount of, and Executive’s entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of During the Term, Executive shall be eligible to participate in an annual performance bonus plan approved by the Compensation Committee for the Company's executive officers (as defined under the Securities Exchange Act of 1934, as amended ("Executive Officers")) and certain other members of management pursuant to which he shall be eligible to receive a target an annual bonus (the “"Annual Incentive Bonus”") with a target payout equal to One Hundred percent (100%) of his then Base Salary (the "Target Bonus") for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s 's Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s 's performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Operating Officer shall have mutually determined and established establish Executive’s 's performance objectives for fiscal year 20082011 (and subject to the approval of the Compensation Committee if so required by applicable laws, rules or regulations). Thereafter, during the Term, Executive’s 's performance objectives for each fiscal year shall be mutually established during Executive's annual performance review with the Chief Operating Officer (and, if required by applicable laws, rules or regulations, subject to the approval of the Compensation Committee of the Board and Executive during Executive’s annual performance reviewCommittee); provided, that in no event shall the percentages percentage set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s 's Annual Incentive Bonus be reduced. The Chief Operating Officer (or, if required by applicable laws, rules or regulations, the Compensation Committee of the Board Committee) shall determine, for each fiscal year, the extent to which Executive’s 's performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by the Company, Executive with respect shall remain eligible to a fiscal year shall be receive his bonus payment (to the extent earned) when paid by the Company to him promptly after all other Executive Officers. Notwithstanding the filing of foregoing, for the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after the end of such 2011 fiscal year. The amount of, and Executive’s entitlement to receive, achievement of the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on a pro-rata basis for the date that such Annual Incentive Bonus is payableperiod following the Effective Date only.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which which, as of the Effective Date, he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred sixty percent (10060%) of his then Base Salary (the “Target Bonus”) for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Thirty Five percent (135%) of his then Base Salary Target Bonus for extraordinary performance on all or nearly all of his performance objectivesobjectives (the “Annual Incentive Bonus”). The total cash compensation payable to Executive with respect to Notwithstanding the foregoing, for the Company’s fiscal year ending December 31, 2008, including his achievement of the Annual Incentive Bonus shall be on a pro-rata basis for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000)period following the Effective Date only. The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Executive Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 2008, which performance objectives will be recommended to the Compensation Committee of the Board for approval. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by during Executive’s annual performance review and subject to the approval of the Compensation Committee of the Board and Executive during Executive’s annual performance reviewBoard; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after , Executive shall remain eligible to receive his bonus payment to the end of such fiscal year. The amount of, and Executive’s entitlement extent earned when paid by the Company to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payableall other Executives.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of During the Term, Executive shall be eligible to participate in an annual performance bonus plan approved by the Compensation Committee for the Company’s executive officers (as defined under the Securities Exchange Act of 1934, as amended (“Executive Officers”)) and certain other members of management pursuant to which he shall be eligible to receive a target an annual bonus (the “Annual Incentive Bonus”) with a target payout equal to One Hundred _______________ percent (100___%) of his then Base Salary (the “Target Bonus”) for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Operating Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 20082011 (and subject to the approval of the Compensation Committee if so required by applicable laws, rules or regulations). Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance reviewreview with the Chief Operating Officer (and, if required by applicable laws, rules or regulations, subject to the approval of the Compensation Committee); provided, that in no event shall the percentages percentage set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Chief Operating Officer (or, if required by applicable laws, rules or regulations, the Compensation Committee of the Board Committee) shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K , Executive shall remain eligible to receive his bonus payment (to the extent earned) when paid by the Company to all other Executive Officers. Notwithstanding the foregoing, for such fiscal year but in no event later than 90 days after the end of such Company’s 2011 fiscal year. The amount of, and Executive’s entitlement to receive, achievement of the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on a pro-rata basis for the date that such Annual Incentive Bonus is payableperiod following the Effective Date only.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 2010 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which which, as of the Effective Date, he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred _________ percent (100__%) of his then Base Salary (the “Target Bonus”) for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five one hundred fifty percent (135150%) of his then Base Salary Target Bonus for extraordinary performance on all or nearly all of his performance objectivesobjectives (the “Annual Incentive Bonus”). The total cash compensation payable to Executive with respect to Notwithstanding the foregoing, for the Company’s current fiscal year 2008year, including his achievement of the Annual Incentive Bonus shall be on a pro-rata basis for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000)period following the Effective Date only. The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Financial Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 20082010. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by during Executive’s annual performance review and subject to the approval of the Compensation Committee of the Board and Executive during Executive’s annual performance reviewBoard; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after , Executive shall remain eligible to receive his bonus payment to the end of such fiscal year. The amount of, and Executive’s entitlement extent earned when paid by the Company to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payableall other Executives.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 2013 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Two Hundred Thirty-Five percent (135200%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 days after the Effective Date, Executive and the The Compensation Committee of the Board (after discussion with the Executive and receiving input from the Board) shall have mutually determined and established establish Executive’s performance objectives for fiscal year 20082013 in writing as soon as practicable after the Effective Date. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive (after discussion with Executive) during Executive’s annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the corresponding amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days 2.5 months after the end of such fiscal year. The amount of, and Executive’s entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s 's fiscal year ending December 31, 2008 2013 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “"Annual Incentive Bonus”") equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-and Thirty Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance pay objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s 's Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s 's performance objectives for a fiscal year have been met. Within 70 days after the Effective Date, Executive and the The Compensation Committee of the Board (after receiving input from the Board) shall have mutually determined and established establish Executive’s 's performance objectives for fiscal year 20082013 in writing as soon as practicable after the Effective Date. Thereafter, during the Term, Executive’s 's performance objectives 2 for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance reviewCommittee; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s 's Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s 's performance objectives for such fiscal year have been attained and the corresponding amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days 2.5 months after the end of such fiscal year. The amount of, and Executive’s 's entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which which, as of the Effective Date, he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred sixty percent (10060%) of his then Base Salary (“Target Bonus”) for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary Target Bonus for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his objectives (the “Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000Bonus”). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within 45 days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Executive Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 2008. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board of Directors shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after , Executive shall remain eligible to receive his bonus payment to the end of such fiscal year. The amount of, and Executive’s entitlement extent earned when paid by the Company to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payableall other Executives.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 and thereafter during the remainder of During the Term, Executive shall be eligible to participate in an annual performance bonus plan approved by the Compensation Committee for the Company’s executive officers (as defined under the Securities Exchange Act of 1934, as amended (“Executive Officers”)) and certain other members of management pursuant to which he shall be eligible to receive a target an annual bonus (the “Annual Incentive Bonus”) with a target payout equal to One Hundred fifty percent (10050%) of his then Base Salary (the “Target Bonus”) for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Operating Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 20082010 (and subject to the approval of the Compensation Committee if so required by applicable laws, rules or regulations). Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance reviewreview with the Chief Operating Officer (and, if required by applicable laws, rules or regulations, subject to the approval of the Compensation Committee); provided, that in no event shall the percentages percentage set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Chief Operating Officer (or, if required by applicable laws, rules or regulations, the Compensation Committee of the Board Committee) shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K , Executive shall remain eligible to receive his bonus payment (to the extent earned) when paid by the Company to all other Executive Officers. Notwithstanding the foregoing, for such fiscal year but in no event later than 90 days after the end of such Company’s 2010 fiscal year. The amount of, and Executive’s entitlement to receive, achievement of the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on a pro-rata basis for the date that such Annual Incentive Bonus is payableperiod following the Effective Date only.

Incentive Payments. Commencing with the Company’s 's fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “"Annual Incentive Bonus”") equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s 's Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s 's performance objectives for a fiscal year have been met. Within 70 days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) shall have mutually determined and established Executive’s 's performance objectives for fiscal year 2008. Thereafter, during the Term, Executive’s 's performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s 's annual performance review; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s 's Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s 's performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after the end of such fiscal year. The amount of, and Executive’s 's entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s 's fiscal year ending December 31, 2008 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which which, as of the Effective Date, he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred sixty percent (10060%) of his then Base Salary (the "Target Bonus") for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Thirty Five percent (135%) of his then Base Salary Target Bonus for extraordinary performance on all or nearly all of his performance objectivesobjectives (the "Annual Incentive Bonus"). The total cash compensation payable to Executive with respect to Notwithstanding the foregoing, for the Company's fiscal year ending December 31, 2008, including his achievement of the Annual Incentive Bonus shall be on a pro-rata basis for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000)period following the Effective Date only. The amount of Executive’s 's Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s 's performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Executive Officer shall have mutually determined and established establish Executive’s 's performance objectives for fiscal year 2008, which performance objectives will be recommended to the Compensation Committee of the Board for approval. Thereafter, during the Term, Executive’s 's performance objectives for each fiscal year shall be mutually established by during Executive's annual performance review and subject to the approval of the Compensation Committee of the Board and Executive during Executive’s annual performance reviewBoard; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s 's Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s 's performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after , Executive shall remain eligible to receive his bonus payment to the end of such fiscal year. The amount of, and Executive’s entitlement extent earned when paid by the Company to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payableall other Executives.

Incentive Payments. Commencing with the Company’s 's fiscal year ending December 31, 2008 2013 and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which he shall be eligible to receive a target annual bonus (the “"Annual Incentive Bonus”") equal to One Hundred percent (100%) of his then Base Salary for full attainment of his performance objectives (which may include company-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-and Thirty Five percent (135%) of his then Base Salary for extraordinary performance on all or nearly all of his performance pay objectives. The total cash compensation payable to Executive with respect to fiscal year 2008, including his Annual Incentive Bonus for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000). The amount of Executive’s 's Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s 's performance objectives for a fiscal year have been met. Within 70 days after the Effective Date, Executive and the The Compensation Committee of the Board (after receiving input from the Board) shall have mutually determined and established establish Executive’s 's performance objectives for fiscal year 20082013 in writing as soon as practicable after the Effective Date. Thereafter, during the Term, Executive’s 's performance objectives for each fiscal year shall be mutually established by the Compensation Committee of the Board and Executive during Executive’s annual performance reviewCommittee; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s 's Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s 's performance objectives for such fiscal year have been attained and the corresponding amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days 2.5 months after the end of such fiscal year. The amount of, and Executive’s 's entitlement to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payable.

Incentive Payments. Commencing with the Company’s fiscal year ending December 31, 2008 _______________________ and thereafter during the remainder of the Term, Executive shall be eligible to participate in an annual performance bonus plan pursuant to which which, as of the Effective Date, he shall be eligible to receive a target annual bonus (the “Annual Incentive Bonus”) equal to One Hundred ________ percent (100__%) of his then Base Salary (the “Target Bonus”) for full attainment of his performance objectives (which may include companyCompany-wide objectives), with a maximum annual bonus equal to One Hundred Thirty-Five ________ percent (135__%) of his then Base Salary Target Bonus for extraordinary performance on all or nearly all of his performance objectivesobjectives (the “Annual Incentive Bonus”). The total cash compensation payable to Executive with respect to Notwithstanding the foregoing, for the Company’s fiscal year 2008ending _____________________, including his achievement of the Annual Incentive Bonus shall be on a pro-rata basis for 2008 (but excluding the bonus payable under Section 3.8), shall not exceed Two Million One Hundred Fifteen Thousand Dollars ($2,115,000)period following the Effective Date only. The amount of Executive’s Annual Incentive Bonus, if any, shall be based on the degree to which Executive’s performance objectives for a fiscal year have been met. Within 70 If not previously determined, within forty-five (45) days after the Effective Date, Executive and the Compensation Committee of the Board (after receiving input from the Board) Chief Executive Officer shall have mutually determined and established establish Executive’s performance objectives for fiscal year 2008______, which performance objectives will be recommended to the Compensation Committee of the Board for approval. Thereafter, during the Term, Executive’s performance objectives for each fiscal year shall be mutually established by during Executive’s annual performance review and subject to the approval of the Compensation Committee of the Board and Executive during Executive’s annual performance reviewBoard; provided, that in no event shall the percentages set forth in the first paragraph of this Section 3.2 to be used in calculating Executive’s Annual Incentive Bonus be reduced. The Compensation Committee of the Board shall determine, for each fiscal year, the extent to which Executive’s performance objectives for such fiscal year have been attained and the amount of the Annual Incentive Bonus, if any, for such fiscal year. Any Annual Incentive Bonus earned Should Executive voluntarily terminate his employment after December 31 of any calendar year during the Term but prior to the date any bonus payments for such year are made by Executive with respect to a fiscal year shall be paid to him promptly after the filing of the Company's Annual Report on Form 10-K for such fiscal year but in no event later than 90 days after , Executive shall remain eligible to receive his bonus payment to the end of such fiscal year. The amount of, and Executive’s entitlement extent earned when paid by the Company to receive, the Annual Incentive Bonus for a fiscal year shall be determined without regard to whether Executive is employed on the date that such Annual Incentive Bonus is payableall other Executives.