Annual Cash Bonus. If you remain employed through the date that annual bonuses are paid by the Company, you will be eligible to participate in the Company’s discretionary annual bonus program with your annual target bonus opportunity equal to seventy percent (70%) of base salary, which may be prorated according to your start date for Fiscal Year 2021. The Compensation Committee (the “Committee”) of the Board of Directors of Holdings (the “Board”) will determine the amount of your award based on its assessment of a number of factors including Company and individual performance, in consultation with the CEO.

Annual Cash Bonus. Commencing with the 2022 fiscal year, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined by the compensation committee of vTv (the “Compensation Committee”), an annual cash performance bonus (a “Cash Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Cash Bonus for each such fiscal year shall equal up to 100% of his Base Salary in effect at the time such performance is evaluated (the “Target Cash Bonus”), with greater or lesser amounts (including zero) paid based upon individual and corporate performance as determined by the Compensation Committee. Subject to the Executive’s continued employment at the end of each applicable fiscal year, the amount earned in respect of any Target Cash Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Target Cash Bonus is granted and shall be paid to the Executive on or prior to March 15th of the following calendar year; provided that the Executive shall be required to be employed on the payment date. Notwithstanding anything in this Agreement to the contrary, it is acknowledged and agreed that no Cash Bonus shall be required to be paid to Executive, if the Compensation Committee determines that the Company does not have sufficient cash liquidity to pay cash bonuses (after taking into account the Company’s current and projected future liabilities).

Annual Cash Bonus. For each fiscal year during the Employment Period, the Executive shall be paid an annual bonus of # three-eighths of one percent (.375%) of the Company’s Adjusted EBITDA up to the Threshold (as hereinafter defined), with no minimum Adjusted EBITDA required for this portion of the annual bonus to accrue and become payable; plus # three-quarters of one percent (.75%) of the Company’s Adjusted EBITDA in excess of Ten Million Dollars ($10,000,000), with no maximum cap on this portion of the annual bonus payable based upon the Company’s Adjusted EBITDA ((a) and (b), collectively, the “Annual Cash Bonus”). The Annual Cash Bonus shall be determined at the end of each fiscal year of the Company in accordance with generally accepted accounting principles, as in effect from time to time in the United States of America, consistently applied. In addition, subject to the approval of the non-management members of the Board, the threshold shall initially be set at Ten Million Dollars ($10,000,000) as set forth in [subsections (a) and (b)])] above (the “Threshold”) and shall be subject to adjustment in accordance with the following:

Annual Cash Bonus. To the extent not paid prior to the Separation Date, then as soon as administratively practicable on or after the Separation Date, the Company will pay Executive Five Hundred, Eighty-Eight Thousand Dollars ($588,000), which constitutes Executive’s annual cash bonus earned for fiscal year 2018 based on actual performance, subject to standard payroll deductions and withholdings. Executive is entitled to this payment regardless of whether Executive executes this agreement. Executive acknowledges that the opportunity to earn any additional annual cash bonus amount is forfeited as of the Separation Date.

Annual Cash Bonus. Commencing with the 2019 fiscal year, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined in the discretion of the compensation committee of the Board of Directors of vTv (the “Compensation Committee”), an annual cash performance bonus (a “Cash Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Cash Bonus for each such fiscal year shall equal up to 50% of his Base Salary in effect at the time such performance is evaluated. Subject to the Executive’s continued employment at the end of each applicable fiscal year, the amount earned in respect of any Cash Bonus shall be determined in the discretion of the Compensation Committee after the end of the fiscal year for which such Cash Bonus is granted and shall be paid to the Executive on or prior to March 15th of the following calendar year.

Annual Cash Bonus. As soon as administratively practicable on or after the Separation Date, the Company will pay Executive $75,000, which constitutes the revenue element of Executive’s annual cash bonus earned for the period April 1, 2018 through June 30, 2018 based on actual performance, subject to standard payroll deductions and withholdings. Executive is entitled to this payment regardless of whether Executive executes this agreement. Executive acknowledges that Executive is not entitled to any other portion of the annual cash bonus and the opportunity to earn any additional annual cash bonus amount is forfeited as of the Separation Date.

Annual Cash Bonus. During the term of employment, Executive shall be eligible to participate under the Company’s annual incentive program for executive officers, as in effect and from time to time adopted by the Board (the “Incentive Plan”) for the award of an annual cash bonus (“Annual Cash Bonus”). The Annual Cash Bonus shall be determined based on a target bonus equal to 100% of Base Salary (the “Target Bonus”). Payment of the Annual Cash Bonus, if any, shall be made pursuant to the terms and conditions of the Incentive Plan.

Annual Cash Bonus. Commencing with the 2021 fiscal year, the Executive shall be eligible to receive, to the extent earned based on individual and corporate performance as determined by the compensation committee of vTv (the “Compensation Committee”), an annual cash performance bonus (a “Cash Bonus”) in respect of each fiscal year that ends during the Term. Executive’s Cash Bonus for each such fiscal year shall equal up to 40% of his Base Salary in effect at the time such performance is evaluated (the “Target Cash Bonus”), with greater or lesser amounts (including zero) paid based upon individual and corporate performance as determined by the Compensation Committee. Subject to the Executive’s continued employment at the end of each applicable fiscal year, the amount earned in respect of any Target Cash Bonus shall be determined by the Compensation Committee after the end of the fiscal year for which such Target Cash Bonus is granted and shall be paid to the Executive on or prior to March 15th of the following calendar year. Notwithstanding anything in this Agreement to the contrary, it is acknowledged and agreed that no Cash Bonus shall be required to be paid to Executive, if the Compensation Committee determines that the Company does not have sufficient cash liquidity to pay cash bonuses (after taking into account the Company’s current and projected future liabilities).

Annual Cash Bonus. During the term of employment, Executive shall be eligible to participate under the Company’s annual incentive program for executive officers, as in effect and from time to time adopted by the Board (the “Incentive Plan”) for the award of an annual cash bonus (“Annual Cash Bonus”). The Annual Cash Bonus shall be determined based on a target bonus equal to 100% of Base Salary (the “Target Bonus”). Payment of the Annual Cash Bonus, if any, shall be made pursuant to the terms and conditions of the Incentive Plan.

Annual Cash Bonus. If you remain employed through the date that annual bonuses are paid by the Company, you will be eligible to participate in the Company’s discretionary annual bonus program with your annual target bonus opportunity equal to 70% of base salary, which may be prorated according to your start date for Fiscal Year 2018. The Compensation Committee (the “Committee”) of the Board of Directors of Holdings (the “Board”) will determine the amount of your award based on its assessment of a number of factors including Company and individual performance, which assessment shall be formed in consultation with the CEO.