Common use of Relocation and Travel Clause in Contracts

Relocation and Travel. (a) The Employee and his family may continue to reside in Northern Virginia, through December 31, 2007 with the Employee traveling to and from the Company’s headquarters in San Diego, California and other offices of the Company and other locations on Company business as reasonably necessary to fulfill his responsibilities under this Agreement. During such period, following the Employment Commencement Date, the Company shall rent (or reimburse the Employee for the rental of) a residence in the San Diego, California area mutually agreeable to the Employee and the Company for the Employee and his family, at the Company’s sole cost and expense. Not later than December 31, 2007 the Employee shall relocate his primary residence to the San Diego, California area. The Board and the Employee will periodically evaluate the Employee’s relocation plan, and the Board and the Employee may make such changes to the Employee’s relocation plan, as the parties may mutually agree. If (i) the Employee has not relocated his primary residence to the San Diego, California area by December 31, 2007, and (ii) after consultation with the Employee, the Board requests Employee to relocate his primary residence to the San Diego, California area but Employee fails to do so within thirty (30) days after such request, then, upon written notice to the Employee from the Board (the “Relocation Notice”) and continuing until such time as the Employee relocates his primary residence to the San Diego, California area, as the Company’s sole remedy for the Employee’s failure to relocate his primary residence in accordance with this paragraph, during the period beginning on the first day following the Relocation Notice and continuing until such time as the Employee relocates his primary residence to the San Diego, California area, (i) the amount of the Employee’s Performance Bonus shall be reduced by 50% as to such period only, and (ii) for each vesting date during such period, the Employee’s option to purchase shares of common stock of the Company in accordance with Section 3.3 below shall, on the first day of each month during such period, vest and become exercisable as to only 50% of the shares that would otherwise vest and become exercisable on each such vesting date, and shall be terminated and cancelled in full as to the remaining 50% of the shares, that would otherwise vest and become exercisable on each such vesting date. (b) Should the Employee relocate to the San Diego, California metropolitan area during his employment under this Agreement, the Company agrees to reimburse the Employee for all Relocation Expenses (as defined below) relating to such relocation. The Company shall make such reimbursement promptly upon presentation of reasonably detailed documentation of his Relocation Expenses. For purposes hereof, “Relocation Expenses” shall mean the following reasonable expenses incurred by the Employee related to moving his and his family’s primary residence from Northern Virginia to the San Diego, California metropolitan area: (i) costs of looking for a new primary residence, including house hunting trips; (ii) attorneys’ fees, closing costs and brokers’ commissions (up to 6%) associated with the sale of the Employee’s Northern Virginia residence, if such residence is sold on or prior to June 30, 2008; (iii) attorneys’ fees and closing costs associated with the purchase of the Employee’s new residence in the San Diego, California area (but excluding mortgage loan fees and points); (iv) temporary family living expenses; (v) relocation travel expenses; and (vi) the physical movement of furniture, clothing, household effects, vehicles and other items from the Employee’s Northern Virginia home to the San Diego, California area. To the extent any Relocation Expenses are deemed to be taxable compensation to the Employee, the Company will make a “gross up” payment to the Employee sufficient to pay all federal, state and local income taxes imposed on the Employee in connection with the Company’s reimbursement of Relocation Expenses and the payment of such taxes.

Relocation and Travel. (a) The Employee and his family may continue to reside in Northern Virginia, through December 31, 2007 with the Employee traveling to and from the Company’s headquarters in San Diego, California and other offices of the Company company and other locations on Company business as reasonably necessary to fulfill his responsibilities under this Agreement. During The Company shall pay the reasonable expenses of such periodtravel as provided in Section 4 below. In the event, following that the Employment Commencement DateEmployee determines that it would be in the best interest of the Company for him to spend more than seven consecutive days in the San Diego, California area in furtherance of the Company’s business, then the Company shall rent (or reimburse the Employee for the rental of) a residence in the San Diego, California area mutually agreeable to the Employee and the Company for the Employee and his family, at the Company’s sole cost and expense. Not later than December 31, 2007 the Employee shall relocate his primary residence to the San Diego, California area. The Board and the Employee will periodically evaluate the Employee’s relocation plan, and the Board and the Employee may make such changes to the Employee’s relocation plan, as the parties may mutually agree. If (i) the Employee has not relocated his primary residence to the San Diego, California area by December 31, 2007, and (ii) after consultation with the Employee, the Board requests Employee to relocate his primary residence to the San Diego, California area but Employee fails to do so within thirty (30) days after such request, then, upon written notice to the Employee from the Board (the “Relocation Notice”) and continuing until such time as the Employee relocates his primary residence to the San Diego, California area, as the Company’s sole remedy for the Employee’s failure to relocate his primary residence in accordance with this paragraph, during the period beginning on the first day following the Relocation Notice and continuing until such time as the Employee relocates his primary residence to the San Diego, California area, (i) the amount of the Employee’s Performance Bonus shall be reduced by 50% as to such period only, and (ii) for each vesting date during such period, the Employee’s option to purchase shares of common stock of the Company in accordance with Section 3.3 below shall, on the first day of each month during such period, vest and become exercisable as to only 50% of the shares that would otherwise vest and become exercisable on each such vesting date, and shall be terminated and cancelled in full as to the remaining 50% of the shares, that would otherwise vest and become exercisable on each such vesting date. (b) Should the Employee and the Board of Directors of the Company mutually determine at any time during his employment under this Agreement that he should relocate to the San Diego, California metropolitan area during his employment under this Agreement, the Company agrees to reimburse the Employee for all Relocation Expenses (as defined below) relating to such relocation. The Company shall make such reimbursement promptly upon presentation of reasonably detailed documentation of his Relocation Expenses. For purposes hereof, “Relocation Expenses” shall mean the following reasonable expenses incurred by the Employee related to moving his and his family’s primary residence from Northern Virginia to the San Diego, California metropolitan area: (i) costs of looking for a new primary residence, including house hunting trips; (ii) attorneys’ fees, closing costs and brokers’ commissions (up to 6%) associated with the sale of the Employee’s Northern Virginia residence, if such residence is sold on or prior to June 30, 2008; (iii) attorneys’ fees and closing costs associated with the purchase of the Employee’s new residence in the San Diego, California area (but excluding mortgage loan fees and points); (iv) temporary family living expenses; (v) relocation travel expenses; and (vi) the physical movement of furniture, clothing, household effects, vehicles and other items from the Employee’s Northern Virginia home to the San Diego, California area. To the extent any Relocation Expenses are deemed to be taxable compensation to the Employee, the Company will make a “gross up” payment to the Employee sufficient to pay all federal, state and local income taxes imposed on the Employee in connection with the Company’s reimbursement of Relocation Expenses and the payment of such taxes.