Changed Status, Position, Authorities, Duties or Responsibilities. The occurrence of any of the following:

Changed Status, Position, Authorities, Duties or Responsibilities. The occurrence of any of the following:

Changed Status, Position, Authorities, Duties or Responsibilities. The occurrence of any of the following:

Changed Status, Position, Authorities, Duties or Responsibilities. The occurrence of any of the following:

assignment to the Executive of any authorities, duties or responsibilities materially inconsistent with the Executive’s position and status as of immediately prior to the Change in Control; and

assignment to the Executive of any authorities, duties or responsibilities materially inconsistent with the Executive’s position and status as of immediately prior to the Change in Control; and

assignment to the Executive of any authorities, duties or responsibilities materially inconsistent with the Executive’s position and status as of immediately prior to the Change in Control; and

assignment to the Executive of any authorities, duties or responsibilities materially inconsistent with the Executive’s position and status as of immediately prior to the Change in Control; and

Position, Duties and Responsibilities. Subject to the terms set forth herein, the Company agrees to employ you in the position of General Counsel and you hereby accept such employment effective immediately. You will report to the Company’s Chief Executive Officer (“CEO”) and will perform the duties customarily associated with this position and such other duties as are assigned to you by the CEO. You will devote your full business time and attention to the business affairs of the Company, except for reasonable vacations and periods of illness or incapacity permitted by the Company’s general employment policies. The employment relationship between you and the Company shall also be governed by the general employment policies and practices of the Company, including those relating to protection of confidential information and assignment of inventions, except that when the terms of this letter agreement differ from or are in conflict with the Company’s general employment policies or practices, this letter agreement shall control.

Position, Duties, and Responsibilities. During the Term of Employment, Executive shall be employed and serve as the Chief Executive Officer of the Company (together with such other position or positions consistent with Executive’s title as the Board shall specify from time to time) and shall have such duties and responsibilities commensurate with such title and as the Board may designate from time to time. The Executive shall at all times be the highest ranking officer of the Company and shall report exclusively to the Board and/or such committees thereof as the Board may designate. In addition, the Executive shall be appointed to serve as a director on the Board and, at each annual stockholders meeting during the Term of Employment, shall be nominated for re-election to the Board. If requested by the Company, Executive also agrees to serve as the chief executive officer and/or director of any other member of the Company Group, in each case without additional compensation. The Executive shall be based at the Company’s corporate headquarters in Orlando, Florida. The Executive shall relocate Executive’s full-time primary personal residence to the Orlando metropolitan area no later than the Commencement Date. The Executive is expected to, and agrees to, spend as much time at the Company’s headquarters in Orlando, at the Company’s facilities, or otherwise traveling in an official capacity for the Company as reasonably necessary to satisfy the Executive’s obligations under Section 3(b) below. For the avoidance of doubt, the Executive acknowledges and agrees that the position requires a seven day per week, 365 day per year, level of responsibility.