Compensation Package Term Sheet between James F. Maroney III and Company (Effective October 3, 2005)

Summary

This agreement outlines the compensation package for James F. Maroney III, including an annual base salary of $225,000, incentive bonuses, stock options, restricted stock, and a car allowance. It specifies terms for severance, vacation, and stock vesting schedules. The agreement also details conditions for stock purchases and severance in case of involuntary termination not for cause. The package is effective as of October 3, 2005, and is signed by both James F. Maroney III and Joe Winkler.

EX-10.18 4 h28942a4exv10w18.htm COMPENSATION PACKAGE TERM SHEET - JAMES F. MARONEY III exv10w18

Exhibit 10.18

JIM MARONEY COMPENSATION PACKAGE TERM SHEET


Base Salary — Annual	$225,000

Incentive Bonus @ Plan	$112,500(a)	E-25%, EV-50%, OA-75%

Stock Options — Sign-On	26,000 @ $23.31(b)

Stock Options — Annual	#TBD(b)	multiple of 2 times base salary

Restricted Stock — Sign On	7,507 shares (c)	$175,000 / $23.31

Employee Stock Purchase	21,450 shares(d)	$500,000 / $23.31

Car Allowance — Annual	$9,600

Normal Severance	12 months(e)

Vacation — Annual	4 weeks(f)


(a)		2005 bonus to be pro-rated based on days of service

(b)		stock options vest 33 ⅓% year

(c)		restricted stock vests 25% per year

(d)		employee purchased stock must be held: (1) per SEC 16 regulations; and (2) prior to the company going “public”, per all in-place shareholder agreements

(e)		severance is for involuntary termination “not for cause” as defined in J. Winkler’s 2005 employment agreement; severance is 12 months base salary and bonus at EV; bonus for year of termination is pro-rated at EV (or higher based on actual results); and all stock options and restricted stock vests

(f)		1 week for 2005; 4 weeks annually commencing 1.1.06


Effective Date		10.3.05

/s/ Joe Winkler		/s/ Jim Maroney

Approved:		Accepted:
Joe Winkler		Jim Maroney

10/3/05		10/3/05

Date		Date