Compensation Terms. The Company agrees to compensate McDo▇▇▇▇▇ ▇▇▇ his services rendered as Vice Chairman under this Agreement as follows: (a) Commencing on the January 18, 2001 until December 3, 2001, McDo▇▇▇▇▇ ▇▇▇ll receive an annual base salary of $410,000 and minimum performance bonus of $160,000 with a maximum potential performance bonus equal to $410,000, as determined by the Compensation Committee of the Board based upon pre-set criteria established by the Compensation Committee of the Board. Thereafter, McDo▇▇▇▇▇ ▇▇▇ll receive total cash compensation of $250,000 a year commencing December 4, 2001 and ending December 3, 2002, total cash compensation of $200,000 a year commencing December 4, 2002 and ending December 3, 2003 and total cash compensation of $150,000 a year commencing December 4, 2003 and ending December 3, 2004. Notwithstanding the foregoing, during the period of time from December 4, 2001 until December 3, 2004, the Compensation Committee, may, but need not, in its sole discretion, award McDo▇▇▇▇▇ ▇ ▇onus. (b) McDo▇▇▇▇▇ ▇▇▇ll be entitled to and shall receive any and all other benefits generally available to executive employees of the Company, including participation in health insurance programs and retirement plans, automobile reimbursement and reasonable expenses. (c) During the Employment Period, McDo▇▇▇▇▇ ▇▇▇ll be entitled to maintain his current office space at the Company; provided that, as determined by the Board in its reasonable discretion, McDo▇▇▇▇▇ ▇▇▇sonably complies with all applicable workplace regulations, standards and laws. Additionally, alternative office space at the Company shall be provided to McDo▇▇▇▇▇ ▇▇ the event that the executive office area is physically reconfigured. Furthermore, during the employment period McDo▇▇▇▇▇ ▇▇▇ll receive secretarial services and other office perquisites and amenities generally available to the officers of the Company. (d) The Company shall pay any and all premiums that become due and payable on or before December 4, 2001 on any of McDo▇▇▇▇▇'▇ ▇▇▇ existing life insurance policies. After December 4, 2001, including in the event that McDo▇▇▇▇▇ ▇▇ no longer Vice Chairman or employed by the Company in any other capacity, the Company shall continue to pay such life insurance premiums as required under each and every life insurance policy, provided that the total aggregate amount of premiums paid for such life insurance policies shall not exceed $75,000 per year. In such event, McDo▇▇▇▇▇ ▇▇▇ designate which policy premium(s) that the Company should pay consistent with the foregoing provision. (e) The Company shall indemnify McDo▇▇▇▇▇ ▇▇ accordance with the terms and conditions of its then current indemnification agreements with directors of the Company. (f) In the event that McDo▇▇▇▇▇ ▇▇▇omes disabled and is unable to perform his duties as Vice Chairman, he shall continue to receive as disability income the amount of his base salary under Section 3(a), but the Board may elect another person to serve as Vice Chairman of the Board during the period of McDo▇▇▇▇▇'▇ ▇▇▇ability."
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Compensation Terms. The Company agrees to compensate McDoM▇▇▇▇▇▇▇▇ ▇▇▇ for his services rendered as Vice Chairman under this Agreement as follows:
(a) Commencing on the January 18December 4, 2001 until December 32004, 2001, McDoM▇▇▇▇▇▇▇▇ ▇▇▇ll shall receive an annual base salary of $410,000 and minimum performance bonus of $160,000 with a maximum potential performance bonus equal to $410,000, as determined by the Compensation Committee of the Board based upon pre-set criteria established by the Compensation Committee of the Board100,000. Thereafter, McDoM▇▇▇▇▇▇▇▇ ▇▇▇ll shall not be entitled to receive total cash compensation of $250,000 a year commencing December 4, 2001 and ending December 3, 2002, total cash compensation of $200,000 a year commencing December 4, 2002 and ending December 3, 2003 and total cash compensation of $150,000 a year commencing December 4, 2003 and ending December 3, 2004. Notwithstanding the foregoing, any bonus during the period of time from December 4, 2001 until December 3, 2004, Employment Period unless the Compensation Committee, may, but need not, in its sole discretion, determines to award McDoM▇▇▇▇▇▇▇▇ ▇ ▇onusa bonus.
(b) McDoM▇▇▇▇▇▇▇▇ ▇▇▇ll shall be entitled to and shall receive any and all other benefits generally available to executive employees of the Company, including participation in health insurance programs and retirement plans, automobile reimbursement plans and reasonable expenses.
(c) During the Employment Period, McDoM▇▇▇▇▇▇▇▇ ▇▇▇ll shall be entitled to maintain his current office space at the Company; provided that, as determined by the Board in its reasonable discretion, McDoM▇▇▇▇▇▇▇▇ ▇▇▇sonably reasonably complies with all applicable workplace regulations, standards and laws. Additionally, alternative office space at the Company shall be provided to McDoM▇▇▇▇▇▇▇▇ ▇▇ in the event that the executive office area is physically reconfigured. Furthermore, during the employment period McDoEmployment Period, M▇▇▇▇▇▇▇▇ ▇▇▇ll shall receive secretarial services and other office perquisites and amenities generally available to the officers of the Company, including part-time secretarial services.
(d) The Company shall pay any and all premiums that become due and payable on or before December 4, 2001 2004 on any of McDoM▇▇▇▇▇'▇ ▇▇▇’▇ six existing life insurance policies. After December 4, 20012004, including in the event that McDoM▇▇▇▇▇▇▇▇ ▇▇ is no longer Vice Chairman or employed by the Company in any other capacity, the Company shall continue to pay such life insurance premiums as required under each and every life insurance policy, provided that the total aggregate amount of premiums paid for such life insurance policies shall not exceed $75,000 per year. In such event, McDoM▇▇▇▇▇▇▇▇ ▇▇▇ may designate which policy premium(s) that the Company should pay consistent with the foregoing provision.
(e) The Company shall indemnify McDoM▇▇▇▇▇▇▇▇ ▇▇ in accordance with the terms and conditions of its then current indemnification agreements with directors of the Company.
(f) In the event that McDoM▇▇▇▇▇▇▇▇ ▇▇▇omes becomes disabled and is unable to perform his duties as Vice Chairman, he shall continue to receive as disability income the amount of his base salary under Section 3(a)) through the end of the Employment Period, but the Board may elect another person to serve as Vice Chairman of the Board during the period of McDoM▇▇▇▇▇'▇ ▇▇▇ability’▇ disability."
(g) The Company shall provide M▇▇▇▇▇▇▇▇ with an automobile allowance in the amount of $1,000 per month for an automobile for use by M▇▇▇▇▇▇▇▇ in the performance of M▇▇▇▇▇▇▇▇’▇ duties hereunder. Following execution of the Agreement, the Company shall transfer to M▇▇▇▇▇▇▇▇ the title to the gold 1998 Jaguar XJ that he has been driving. M▇▇▇▇▇▇▇▇ shall be responsible for and shall pay all of the costs and expenses related to such automobile (including, without limitation, DMV registration, insurance and maintenance costs and expenses).
(h) The Company shall continue to reimburse M▇▇▇▇▇▇▇▇ for one “social” membership at the Marbella Country Club, located in San Juan Capistrano, California for the duration of the Employment Period.
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Compensation Terms. The Company agrees to compensate McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ for his services rendered as Vice Chairman under this Agreement as follows:
(a) Commencing on the January 18December 4, 2001 until December 32004, 2001, McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ll shall receive an annual base salary of $410,000 and minimum performance bonus of $160,000 with a maximum potential performance bonus equal to $410,000, as determined by the Compensation Committee of the Board based upon pre-set criteria established by the Compensation Committee of the Board100,000. Thereafter, McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ll shall not be entitled to receive total cash compensation of $250,000 a year commencing December 4, 2001 and ending December 3, 2002, total cash compensation of $200,000 a year commencing December 4, 2002 and ending December 3, 2003 and total cash compensation of $150,000 a year commencing December 4, 2003 and ending December 3, 2004. Notwithstanding the foregoing, any bonus during the period of time from December 4, 2001 until December 3, 2004, Employment Period unless the Compensation Committee, may, but need not, in its sole discretion, determines to award McDo▇▇▇▇▇▇▇▇▇ ▇ ▇onusa bonus.
(b) McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ll shall be entitled to and shall receive any and all other benefits generally available to executive employees of the Company, including participation in health insurance programs and retirement plans, automobile reimbursement plans and reasonable expenses.
(c) During the Employment Period, McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ll shall be entitled to maintain his current office space at the Company; provided that, as determined by the Board in its reasonable discretion, McDo▇▇▇▇▇▇▇▇▇ ▇▇▇sonably reasonably complies with all applicable workplace regulations, standards and laws. Additionally, alternative office space at the Company shall be provided to McDo▇▇▇▇▇▇▇▇▇ ▇▇ in the event that the executive office area is physically reconfigured. Furthermore, during the employment period McDoEmployment Period, ▇▇▇▇▇▇▇▇▇ ▇▇▇ll shall receive secretarial services and other office perquisites and amenities generally available to the officers of the Company, including part-time secretarial services.
(d) The Company shall pay any and all premiums that become due and payable on or before December 4, 2001 2004 on any of McDo▇▇▇▇▇'▇ ▇▇▇▇’▇ six existing life insurance policies. After December 4, 20012004, including in the event that McDo▇▇▇▇▇▇▇▇▇ ▇▇ is no longer Vice Chairman or employed by the Company in any other capacity, the Company shall continue to pay such life insurance premiums as required under each and every life insurance policy, provided that the total aggregate amount of premiums paid for such life insurance policies shall not exceed $75,000 per year. In such event, McDo▇▇▇▇▇▇▇▇▇ ▇▇▇ may designate which policy premium(s) that the Company should pay consistent with the foregoing provision.
(e) The Company shall indemnify McDo▇▇▇▇▇▇▇▇▇ ▇▇ in accordance with the terms and conditions of its then current indemnification agreements with directors of the Company.
(f) In the event that McDo▇▇▇▇▇▇▇▇▇ ▇▇▇omes becomes disabled and is unable to perform his duties as Vice Chairman, he shall continue to receive as disability income the amount of his base salary under Section 3(a)) through the end of the Employment Period, but the Board may elect another person to serve as Vice Chairman of the Board during the period of McDo▇▇▇▇▇'▇ ▇▇▇ability▇’▇ disability."
(g) The Company shall provide ▇▇▇▇▇▇▇▇▇ with an automobile allowance in the amount of $1,000 per month for an automobile for use by ▇▇▇▇▇▇▇▇▇ in the performance of ▇▇▇▇▇▇▇▇▇’▇ duties hereunder. Following execution of the Agreement, the Company shall transfer to ▇▇▇▇▇▇▇▇▇ the title to the gold 1998 Jaguar XJ that he has been driving. ▇▇▇▇▇▇▇▇▇ shall be responsible for and shall pay all of the costs and expenses related to such automobile (including, without limitation, DMV registration, insurance and maintenance costs and expenses).
(h) The Company shall continue to reimburse ▇▇▇▇▇▇▇▇▇ for one “social” membership at the Marbella Country Club, located in San Juan Capistrano, California for the duration of the Employment Period.
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