Exhibit No

EX-10.67 2 v16354exv10w67.htm EXHIBIT 10.67 exv10w67
 

EXHIBIT 10.67
KEY TERMS OF COMPENSATION ARRANGEMENT
     
NAME:   Matthew K. McCauley
     
TITLE:   Chief Executive Officer
     
BASE SALARY:   $645,000
     
BONUS PLAN:   Target payout at 85% of base salary.
Effective January 17, 2006, target payout at
100% of base salary.
     
HEALTH BENEFITS:   Medical, dental and vision insurance.
     
401K:   4% match, eligible after 6 months.
     
MANAGEMENT CHANGE OF CONTROL
PLAN: 		  If involuntary termination, but not for
death, disability or cause, at any time
within 18 months following the change of
control, eligible to receive a payment equal
to three times annual salary and a pro-rated
bonus, in a single lump sum payment, less
applicable taxes, and benefits coverage for
18 months.
     
MANAGEMENT SEVERANCE PLAN:   Eligible to receive a severance payment
equal to 50% of gross base salary if
involuntarily terminated other than for
death, disability or cause, to be paid in
equal monthly installments over the 12-month
period.