Bonus; Equity Incentives. In addition to the Salary:

Bonus; Equity Incentives. In addition to the Salary:

Performance Bonus and Long-Term Incentives. Executive will be eligible to participate in an annual discretionary bonus program pursuant to the Company’s annual bonus plan (the “Bonus Plan”). Under the Bonus Plan, Executive shall receive a target bonus opportunity of no less than 50% of Executive’s then current annual salary. The exact amount of the bonus payable under the Bonus Plan shall be determined based on the achievement of applicable performance metrics. The payment and performance metrics under the Bonus Plan are subject to review by the Company’s Board of Directors (the “Board”) or the Compensation Committee of the Board of Directors (the “Compensation Committee”) on a periodic basis. In addition, Executive will be eligible to participate in the [[Company:Organization]] Long Term Incentive Plan (the “LTIP”), under which Executive will be eligible to receive a bonus of no less than 50% of Executive’s then current annual salary. The exact amount of the bonus payable under the LTIP shall be determined based on the achievement of applicable performance metrics and shall be granted pursuant to applicable plan documents. The payment and performance metrics under the LTIP are subject to review by the Board and/or the Compensation Committee on a periodic basis.

Equity Incentives. Pursuant to the terms of the [[Company:Organization]] Amended and Restated 2010 Incentive Compensation Plan and the equity incentive agreements effective by and between Employee and the Company, under which the Company granted to Employee deferred stock units (“DSUs”), market stock units (“MSUs”), performance stock units (“PSUs”) and options to purchase common units of the Company (“Options,” and collectively, the “Equity Incentives”), as of the Termination Date: # Employee’s MSUs, DSUs, PSUs and Options cease vesting; # Employee has and shall have no right to exercise any unvested portion of the Options or receive any unvested portion of the DSUs; # Employee does not have and shall not have any rights under the unvested portion of the Options or DSUs and does not have other any rights or entitlements to purchase units or shares of the Company or any subsidiary or affiliate of the Company; and # Employee’s MSUs and PSUs cease vesting, are voided and Employee shall have no right to any compensation under the MSUs or PSUs. Employee has until July 21, 2019, to exercise any vested portion of Employee’s Options or the Employee will lose all rights to such vested portion of the Options. The exercise price for the Options cannot be offset against any amounts payable to the Employee by the Company or any subsidiary or affiliate thereof.

Equity Incentives. Pursuant to the terms of the [[Company:Organization]] Amended and Restated 2010 Incentive Compensation Plan and the equity incentive agreements effective by and between Employee and the Company, under which the Company granted to Employee deferred stock units (“DSUs”), market stock units (“MSUs”), performance stock units (“PSUs”) and options to purchase common units of the Company (“Options,” and collectively, the “Equity Incentives”), as of the Termination Date: # Employee’s MSUs, DSUs, PSUs and Options cease vesting; # Employee has and shall have no right to exercise any unvested portion of the Options or receive any unvested portion of the DSUs; # Employee does not have and shall not have any rights under the unvested portion of the Options or DSUs and does not have other any rights or entitlements to purchase units or shares of the Company or any subsidiary or affiliate of the Company; and # Employee’s MSUs and PSUs cease vesting, are voided and Employee shall have no right to any compensation under the MSUs or PSUs. Employee has until February 13, 2019, to exercise any vested portion of Employee’s Options or the Employee will lose all rights to such vested portion of the Options. The exercise price for the Options cannot be offset against any amounts payable to the Employee by the Company or any subsidiary or affiliate thereof.

Bonus Incentives. Executive will be eligible to receive annual incentive compensation (the “Bonus”) in an amount, if any, up to seventy-five percent (75%) of Executive’s annual base salary in effect at the end of that fiscal year (or in excess of such amount, up to a maximum of one hundred fifty percent (150%) of Executive’s annual base salary in effect at the end of that fiscal year, as the CEO, with the approval of the Compensation Committee of the Board (the “Compensation Committee”), may determine is appropriate), prorated for any partial fiscal year during which Executive is employed by the Company pursuant to this Agreement, to be determined by the CEO, with the approval of the Compensation Committee, based on the following criteria:

Bonus Incentives. Executive will be eligible to receive annual incentive compensation (the “Bonus”) as set forth in Exhibit A attached hereto. Subject to the approval of the CEO and the Compensation Committee, the Company shall pay Executive a single sum cash amount equal to the Bonus, if any, earned in accordance with this Paragraph 4(b) within thirty (30) days after the independent certified public accountants regularly employed by the Company have made available to the Company the Company’s audited financial statements for the appropriate fiscal year. Executive will be eligible to receive payment of his Bonus, if any, provided Executive is employed on the date of payment, except that the Executive will be eligible to receive a “Prorated Bonus” payment for the year in which the Executive terminates employment under the circumstances described in Paragraph 6. Any Prorated Bonus shall be determined by multiplying # the actual Bonus the Executive would have been due for the full year based on actual results for such year had the Executive remained employed through the payment date by # a fraction, the numerator of which is the number of days between (and inclusive of) the first day of the applicable bonus program year and the date of the Executive’s termination of employment, and the denominator of which is the total number of days in the applicable bonus program year), such Prorated Bonus to be payable at the same time bonuses under the Annual Incentive Plan are paid to other senior executives of the Company (and in all events no later than March 15 of the calendar year following the calendar year in which the Executive incurs a termination of employment).

Equity Incentives. Subject to approval by the Board (or the compensation committee thereof), as soon as practicable following the Effective Date, Executive will be granted an option to purchase up to 300,000 shares of the Company’s common stock (the “Option”). Subject to the Executive continuing to serve as Executive Vice President, Chief Commercial Officer of the Company (except as set forth below), vesting of the Option will be as follows: # 300,000 shares (the “Time-Based Shares”) vesting over a four-year period, with 75,000 shares vesting on the first anniversary of the date of grant, and then the remainder of the Time-Based Shares vesting pro rata monthly thereafter over the next three years. The Option will have a ten-year term and will be treated as an incentive stock option to the maximum extent possible under applicable regulations, with the remainder being non-statutory stock options. The portion of the Option that is vested as of the date of termination of the Executive’s service with the Company shall remain exercisable for a period of 90 days following termination. Any portion of the Option that vests as a result of a Post-Termination Vesting Event shall remain exercisable for a period of 90 days following the occurrence of such event. The amount of 24,750 unvested stock options, which were previously granted to the Executive for board service, will be cancelled upon commencement of employment.

Incentives. If any tax benefits or incentives are available to Tenant from any governmental authority during the Lease Term hereof and Tenant desires to avail itself of same, Landlord shall reasonably cooperate (at no cost to Landlord and provided same has no adverse impact on the remaining portion of the Building or the Office Unit or any other tenant’s or occupant’s thereof or Landlord’s administering, leasing and operation of same), including, executing application and other reasonable documentation, with Tenant in connection with Tenant’s seeking of same.

Cash Bonus Incentives. Executive shall be entitled to participate in such annual and/or long-term cash incentive compensation plans and programs of Orion as are generally provided to the senior executives of Orion, as determined by the Board in its discretion. Any cash bonuses payable to Executive will be paid at the time Orion normally pays such bonuses to its senior executives and will be subject to the terms and conditions of the applicable cash incentive compensation plans and programs, as determined by the Board in its discretion.