General Release Uses in Bonus Clause


Bonus. For every six-month period of your employment July through December and January through June (each a Performance Period) beginning on July 15, 2008, you will be eligible to receive a bonus of up to $20,000, less all applicable withholdings, for achieving certain performance goals (the Performance Bonus). Within the first thirty (30) days of each Performance Period, a measurable set of goals will be agreed upon in writing by you and the CEO of the Company. Your achievement of those goals will be evaluated in the discretion of the CEO, and the CEOs determinations with respect to the Performance Bonus (including, for example, whether it should be pro-rated for incomplete achievement of the goals or should exceed the amount set forth herein due to exceptional performance or business circumstances) shall be final and binding. The Performance Bonus amount shall be determined and considered earned within thirty (30) days of the close of each Performance Period and paid within fifteen (15) days from the date when it is determined. You shall not earn a Performance Bonus unless you are employed by the Company through the end of the relevant Performance Period. The Company will also review your Performance Bonus target amount annually. The first review will take place no later than January 2010. Provided that your performance has been satisfactory through the date of this bonus review, and to the extent business circumstances permit, the Company will increase your target bonus at that time. 3. Vacation/PTO and Employee Benefits. During your employment, you shall be eligible to accrue up to 15 days of paid vacation / paid time off, pro-rated for the remainder of this calendar year, in accordance with the Companys vacation / paid time off policy, as it may be amended from time to time. During your employment, you shall be eligible to participate in the employee benefit plans maintained by the Company, subject in each case to the generally applicable terms and conditions of the plan in question and to the determinations of any person or committee administering such plan. 4. Business Expenses. The Company will reimburse you for your necessary and reasonable business expenses incurred in connection with your duties hereunder upon presentation of an itemized account and appropriate supporting documentation, all in accordance with the Companys generally applicable policies. 5. Confidential Information and Invention Assignment Agreement. Like all Company employees, you will be required, as a condition of your employment with the Company, to sign the Companys enclosed standard Confidential Information and Invention Assignment Agreement. 6. Termination. a. Employment at Will. Employment with the Company is for no specific period of time. Your employment with the Company will be at will, meaning that either you or the Company may terminate your employment at any time and for any reason, with or without cause. Any contrary representations which may have been made to you are superseded by this Agreement. This is the full and complete agreement between you and the Company on this term. Although your job duties, title, compensation and benefits, as well as the Companys personnel policies and procedures, may change from time to time, the at will nature of your employment may only be changed in an express written agreement signed by you and the Companys CEO. b. Rights Upon Termination. Except as expressly provided in Section 7, upon the termination of your employment, you shall only be entitled to the compensation and benefits earned and the reimbursements described in this Agreement for the period preceding the effective date of the termination. 7. Termination Benefits. a. General Release. Any other provision of this Agreement notwithstanding, subsection b. below and the potential vesting acceleration provided in Section 2.c. above shall not apply unless and until (i) you have executed (and do not revoke) a full and complete general release of all claims in a form provided by the Company without alteration and (ii) you have returned all Company property, in each case within thirty (30) days of your termination. b. Severance Pay. If, during the term of this Agreement and following the consummation of a Corporate Transaction that constitutes a Triggering Event, the Company terminates your employment for any reason other than Cause (as defined in Paragraph 2(h) of the Companys 2007 Stock Plan), death or Disability or you resign for Good Reason (as defined below), then, in addition to the amounts payable in accordance with Section 6.b, the Company shall pay you severance pay at a rate equal to your base salary in effect at the time of termination of your employment up to a total of $50,000 following the termination of your employment. Such severance pay shall be paid in accordance with the Companys standard payroll procedures on the Companys payroll dates and shall be subject to all applicable withholdings; provided however, that if you