Bonuses. (a) Employee will be eligible to earn an annual performance-based bonus based on a formula approved by the Company’s Board of Directors or its Compensation Committee and incorporated herein by this reference for the full or pro rata portion of any fiscal year after 2015 during which Employee is employed by the Company (a “Bonus Year”), the terms and conditions of which, as well as Employee’s entitlement thereto, shall be determined annually in the sole discretion of the Company’s Board of Directors or its Compensation Committee (the “Performance Bonus”). The amount of the Performance Bonus will vary based on the pro rata portion or full portion of the applicable Bonus Year during which Employee is employed by the Company and the achievement of individual or Company performance criteria in the formula established by the Company’s Board of Directors or Compensation Committee. The formula will be set to target a Performance Bonus equal to 125% of Base Salary as of the earlier of the date the Target Bonus terms are approved by the Board and March 25 of such year (the “Target Bonus”) if the performance criteria in the formula are met, and the actual bonus awarded based on the performance criteria may be more or less than the Target Bonus, but not more than 200% of the Target Bonus. Any Performance Bonus due with respect to a Bonus Year will be paid on or before March 15 of the following calendar year.

Bonus. For calendar year ​ and each subsequent calendar year that ends during the Term, Employee will be eligible to earnreceive an annual performance-based cash bonus based on a formula approved(the “Annual Bonus”). The payment and amount of any Annual Bonus will be determined by the Company’s Board of Directors or itsthe Compensation Committee thereof (excluding Employee, if then a Board member), in its sole and incorporated hereinabsolute discretion, pursuant to the Company’s Executive Annual Incentive Plan or another bonus plan established by this referencethe Company, and conditioned upon the achievement of mutually agreed upon objectives for Employee and for the full or pro rata portionCompany established at the beginning of any fiscal year after 2015 during whicheach calendar year, with a target Annual Bonus equal to sixty percent (60%) of the Base Salary for achievement of 100% of the performance objectives. Any dispute regarding whether Employee is employed byhas met the Company (a “Bonus Year”), the terms and conditions of which, as well as Employee’s entitlement thereto,objectives shall be determined annually in the sole discretion of the Company’s Board of Directors or its Compensation Committee (the “Performance Bonus”). The amount of the Performance Bonus will vary based on the pro rata portion or full portion of the applicable Bonus Year during which Employee is employed by the Company and the achievement of individual or Company performance criteria in the formula established by the Company’s Board of Directors or Compensation Committee. The formula will be set to target a Performance Bonus equal to 125% of Base Salary as of the earlier of the date the Target Bonus terms are approved by the Board and March 25 of such year (the “Target Bonus”)or the Compensation Committee thereof (excluding Employee, if the performance criteriathen a Board member) in the formula are met, and the actual bonus awarded based on the performance criteria may be more or less than the Target Bonus, but not more than 200%exercise of the Target Bonus. Any Performance Bonus due with respect to a Bonus Year will be paid on or before March 15 of the following calendar year.its sole discretion.

In this position you will be eligible to earn an annual performance-basedperformance bonus of up to ​ which will be prorated for 2010 based on your length of employment in ​. Following the close of each calendar year, the Board will determine whether you have earned a formula approved byperformance bonus, and the amount of any performance bonus, based on your performance and the Company’s Board of Directors or its Compensation Committee and incorporated herein by this reference forperformance over the full or pro rata portion of any fiscal year after 2015 during which Employee is employed by the Company (a “Bonus Year”), the terms and conditions of which, as well as Employee’s entitlement thereto, shall be determined annually in the sole discretion of the Company’s Board of Directors or its Compensation Committee (the “Performance Bonus”). Theyear. No amount of the Performance Bonus will vary basedannual bonus is guaranteed, and you must be an employee in good standing on the pro rata portionbonus payment date to be eligible to receive a bonus; no partial or full portion of the applicable Bonus Year during which Employee is employed by the Company and the achievement of individual or Company performance criteria in the formula established by the Company’s Board of Directors or Compensation Committee. The formulaprorated bonuses will be set to target a Performance Bonus equal to 125% of Base Salary as of the earlier of the date the Target Bonus terms are approved by the Board and March 25 of such year (the “Target Bonus”)provided. The annual performance bonus, if the performance criteria in the formula are met, and the actual bonus awarded based on the performance criteria may be more or less than the Target Bonus, but not more than 200% of the Target Bonus. Any Performance Bonus due with respect to a Bonus Yearearned, will be paid on or beforeno later than March 15 of the following calendar year.year after the year to which it relates. Your base salary and bonus eligibility will be reviewed on an annual or more frequent basis by the Board (or any authorized committee thereof), and are subject to change in the discretion of the Board (or any authorized committee thereof).