The Annual Compensation shall be payable in quarterly installments, with each installment payable as promptly as practicable following the last business day of the calendar quarter to which it applies. Quarterly payments shall be pro rated if Board service commences or terminates during a calendar quarter.

The amount of the Executive’s annual incentive compensation shall be based on the achievement of the performance goal(s) established for . The Committee shall determine the amount of the annual incentive compensation that may be earned, as well as the performance goals(s) that must be achieved. The potential incentive payout amount and the performance goal(s) will be communicated to the Executive by the Company. Annual incentive compensation, if earned, shall be paid in cash no later than , . If the Executive’s base salary is paid in a currency other than U.S. Dollars, any cash payment hereunder shall be converted to the same currency as the Executive’s base salary using the exchange rate reported in the Wall Street Journal on the business day immediately prior to the date of payment.

Annual Incentive Compensation. Employee shall receive an annual incentive bonus opportunity payable each September after the close of the fiscal year, at a target of 30% of base compensation and variable from 0% to 200% of target based on a combination of the achievement of certain financial metrics and individual performance against individual strategic goals set by the Compensation Committee of the Board of Directors of the Employer. For fiscal year ​, (​ through ​) the Employee shall receive an annual incentive of no less than the pro-rated 100% target, based on results achieved, which will be pro-rated to the Effective Date.

No Outside Director may be granted Awards with Values, and be provided cash retainers or fees, with amounts that, in any Fiscal Year, in the aggregate, exceed ​, provided that, in the Fiscal Year containing an Outside Director’s Initial Start Date, such limit will be increased to ​. Any Awards or other compensation provided to an individual # for his or her services as an Employee, or for his or her services as a Consultant other than as an Outside Director, or # prior to the Effective Date, will be excluded for purposes of the foregoing limit.

Annual Incentive Compensation. An Eligible Executive with a salary level of A, B or C or an Eligible Executive of Snyder’s-Lance, Inc. with a salary level of at least ​ may elect to defer any portion of his or her Annual Incentive Compensation up to 90% (in 10% increments).

Annual Bonus Compensation. During the Term, Executive shall be eligible to receive an annual bonus (the “Annual Bonus”) pursuant to the terms and conditions of the Company’s annual incentive plan for executive officers (or any successor thereto). Based upon attainment of performance goals predetermined by the Compensation Committee, Executive shall be entitled to an Annual Bonus payment at a target level of 50% of Executive’s Annual Salary. The Compensation Committee shall review the target annual bonus percentage during the Term and may increase such percentage as it may deem advisable (such target annual bonus, as the same may be increased, the “Target Annual Bonus”).

Annual Compensation Limitation. The maximum Fair Market Value (determined, with respect to each Award, at the date of grant) of shares subject to Awards granted to any Eligible Director during any calendar year under the Plan, taken together with any fees payable in cash or any other form to such Eligible Director for services rendered as an Eligible Director during the calendar year, shall not exceed ​ in total value. Any dividends, other distributions or Dividend Equivalents that may be payable with respect to an Award will be disregarded for purposes of determining compliance with this [Section 3(e)].

The Company will pay you a lump sum CIC Payment, in cash, equal to the lesser of # the CIC Multiple times your Annual Compensation or # 2.5 times your Annual Compensation.

The Bonus for any Company fiscal year under this Agreement shall be paid by March 15th of the following year.

Compensation, Payment and Timing. In consideration of the Work, the Client shall compensate Consultant as follows: Compensation for the Work shall be: ​ (​) per month to be paid by wire transfer by the first day of each month. Additionally, as disclosed on its Share Purchase Agreement (the "SPA") both parties agreed to allow the Consultant to retain a 0.05% interest in ​, or 50,000 (Fifty Thousand Shares) (TBC: Star Vending Services Corp.). These shares shall also be named in a Form S-1 filing and will be allowed piggy-back registration rights to become freely-tradable shares pursuant to this agreement. Further, the Consultant shall not be entitled to any further shares upon any future issuances of stock by the Client.