Compensation Contract Clauses (7,502)

Compensation. 4.1. The Consultant's compensation for his services will consist of an annual retainer of $225,000. The annual retainer is payable quarterly in arrears on February 1, May 1, August 1 and November 1 of each year, beginning on August 1, 2014, provided that the Agreement has not been terminated prior to the applicable payment date. 4.2. Consultant shall be responsible for taxes based upon Consultant's income or any Federal, State or local employment taxes assessed to Consultant.

Compensation. a. Base Salary. You will be paid an annualized salary of $290,000 payable in accordance with the Company's standard payroll policies subject to normal required withholding. b. Salary Review. Your base salary will be reviewed as part of the Company's normal salary review process. c. Expenses. You will be reimbursed for all reasonable and necessary business expenses incurred in the performance of your duties as provided in the Company's Employee Handbook.

Compensation. (a) Base Salary. During the Term, the Company shall pay the Executive a base salary ("Base Salary") at the annual rate of $350,000, which shall be paid in accordance with the Company's normal payroll practices. The Executive's Base Salary shall be subject to review, the first review being on or around January 1, 2015 and increase (but not decrease) during the Term in accordance with the Company's normal compensation and performance review policies for executives generally. (b) Bonus. In addition... to the Executive's Base Salary, the Executive shall be eligible to receive a bonus for each calendar year during the Term, based on attainment of certain individual and corporate performance goals and targets (the "Annual Bonus"). The target amount of the Executive's Annual Bonus shall be 40% of Base Salary. The performance goals and targets shall be determined by the Compensation Committee of the Board (the "Compensation Committee") in consultation with the CEO. Once determined, the applicable performance goals and targets shall be communicated to the Executive as soon as reasonably practicable following the Compensation Committee's determination of the applicable goals and targets. The actual Annual Bonus amount paid will be based upon the Compensation Committee's determination, in its sole discretion, whether and to what extent the applicable performance goals and targets have been achieved, and such amount may be more or less than the target amount, as determined by the Compensation Committee in its sole discretion. Any Annual Bonus earned and payable to the Executive hereunder shall be paid on or after January 1 but not later than March 15 of the calendar year following the calendar year for which the Annual Bonus is earned. Notwithstanding the foregoing, any Annual Bonus for calendar year 2014 will be multiplied by a fraction, the numerator of which is the number of days during which the Executive was employed by the Company during calendar year 2014 and the denominator of which is 365. (c) Equity Compensation. (i) Stock Option Grant. Subject to approval of the Compensation Committee, which is currently scheduled to occur at the next Compensation Committee meeting on November 19, 2014, pursuant to the Antares Pharma, Inc. 2008 Equity Incentive Plan, as amended from time to time (the "2008 Equity Plan") (or successor plan), the Executive shall be granted a stock option to purchase one hundred fifty thousand (150,000) shares of common stock of the Company, $0.01 par value (the "Stock") at an exercise price equal to the closing price of the Stock on the date of grant, subject in all respects to the terms and conditions of the 2008 Equity Plan (or a successor plan) and the Stock Option Agreement evidencing the terms and conditions of the grant. Provided that the Executive is employed by the Company on the applicable vesting date, the option shall vest 33-1/3% annually until the option is fully vested. (ii) Additional Grants. During the Term, the Executive shall also be eligible to participate in any long-term equity incentive programs established by the Company for its senior level executives generally, including the 2008 Equity Plan, at levels determined by the Compensation Committee in its sole discretion, commensurate with the Executive's position. 2 EXECUTION COPY (d) Vacation. During the Term, the Executive shall be entitled to vacation, holiday and sick leave at levels generally commensurate with those provided to other executives of the Company, in accordance with the Company's vacation, holiday and other pay-for-time-not worked policies. Such paid time off may be carried over from year to year to the extent permitted in accordance with standard Company policy and shall be paid to the extent accrued (and to the extent not used) as of the Executive's termination of employment. (e) Employee Benefits. The Executive shall be entitled to participate in the Company's health, life insurance, long and short-term disability, dental, retirement, savings, flexible spending accounts and medical programs, if any, pursuant to their respective terms and conditions. Nothing in this Agreement shall preclude the Company or any parent, subsidiary or affiliate of the Company from terminating or amending any employee benefit plan or program from time to time after the Effective Date. (f) Expense Reimbursement. During the Term, the Company shall reimburse the Executive, in accordance with the policies and practices of the Company in effect from time to time, for all reasonable and necessary traveling expenses and other disbursements incurred by him for or on behalf of the Company in connection with the performance of his duties hereunder upon presentation by the Executive to the Company of appropriate documentation thereof. View More

Compensation. Subject to the terms of this Agreement, while the Executive is employed by Cadence during the Employment Period, Cadence shall compensate the Executive for the Executive's services as follows: (a) Base Salary. The Executive shall receive an annual base salary ("Annual Base Salary") of no less than $350,000. The Executive's Annual Base Salary shall be reviewed annually by the Compensation Committee (the "Compensation Committee") of the Board of Directors of the Company (the "Company Board") pursu...ant to its normal performance review policies for senior executives and may be increased but not decreased in the sole and absolute discretion of the Compensation Committee or the Company Board. The term Annual Base Salary as utilized in this Agreement shall refer to Annual Base Salary as in effect from time to time. Such Annual Base Salary shall be payable in accordance with Cadence's payroll policies. (b) Annual Incentive Payment. With respect to each fiscal year or portion of a fiscal year of Cadence ending during the Employment Period, the Executive shall be eligible to receive an annual incentive payment (the "Incentive Payment"), with the actual amount of any such Incentive Payment to be determined by the Compensation Committee. The Executive's target Incentive Payment opportunity for each fiscal year ending during the Employment Period shall be 100% of the Annual Base Salary (the "Target Incentive Payment"). Any earned Incentive Payment in respect of a fiscal year shall be paid to the Executive no later than the 15th calendar day of the third month following the close of such fiscal year, unless Cadence or the Executive shall elect to defer the receipt of such Incentive Payment pursuant to an arrangement that meets the requirements of Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"). (c) Equity Compensation. During the Employment Period, the Executive shall be eligible to participate in any equity and/or other long-term compensation programs established by Cadence from time to time for senior executive officers at the discretion of the Compensation Committee. (d) Employee Benefits, Fringe Benefits, and Perquisites. During the Employment Period, the Executive shall be provided with employee benefits (including vacation), fringe benefits, and perquisites in accordance with Cadence's established policies. (e) Expense Reimbursement. Subject to the requirements of Section 8(a)(ii) of this Agreement (relating to in-kind benefits and reimbursements), during the Employment Period, Cadence shall reimburse the Executive for all reasonable and substantiated expenses incurred by the Executive in the performance of the Executive's duties in accordance with Cadence's policies applicable to senior executives. (f) Indemnification/Insurance. The Company and the Bank shall defend, indemnify, and hold the Executive harmless to the full extent permitted by the general laws of the State of Delaware and the Company's and the Bank's organizational documents, and shall promptly advance all expenses, including attorneys' fees, under procedures provided by, and to the full extent permitted by, such laws and the Company's and the Bank's organizational documents. The Company also shall procure and maintain directors and officers liability insurance, which shall apply during all periods of the Executive's employment and thereafter during the period in which the Executive may be subject to liability for acts and omissions to act in connection with such employment. -2- (g) Change in Control. If (i) during the Employment Period and prior to June 30, 2019, there is a Change in Control of the Company (as defined in the Company's 2015 Omnibus Incentive Plan as of the date hereof) and (ii) the Performance-Based RSUs (as defined in the Amended and Restated Restricted Stock Unit Award Agreement, dated as of the Restatement Date (the "RSU Award Agreement"), by and between the Company and the Executive), have neither been settled nor forfeited pursuant to the terms thereof, then, as soon as reasonably practicable following such Change in Control (and in any event, within 30 days following the closing of such Change in Control), Cadence shall pay to the Executive an amount (the "Change in Control Payment") in cash in a lump sum equal to the product of (i) 1.5 multiplied by (ii) the sum of (A) the Annual Base Salary as in effect as of immediately prior to such Change in Control plus (B) the Target Incentive Payment for the year in which such Change in Control occurs. View More

Compensation. (a) Salary. The Company shall pay to Executive a base salary of $320,000 per year (the "Annual Salary"); provided, however, that the Annual Salary shall be automatically increased on April 1, 2017 to $400,000 per year. Executive's Annual Salary shall be reviewed on at least an annual basis by the Board of Directors or its Compensation Committee, and shall be payable in accordance with the Company's regular payroll practices. (b) Bonus. In addition to Executive's Annual Salary, Executive shall be... eligible to participate in a performance-based annual bonus program, to be earned and paid quarterly in equal installments. Executive's target bonus at full accomplishment of the Company's goals will be $100,000 per quarter. Executive's actual bonus will be based upon the overall results of the Company compared to the annual budget approved by the Board of Directors for the following criteria: revenues; pre-tax income from operations (excluding any non-recurring and/or extraordinary charges or credits); free cash flow (excluding any equity and/or debt changes); and other non-financial objectives determined by the Board of Directors. The annual bonus plan and the final payout will be approved by the Board of Directors or its Compensation Committee and is subject to change. (c) Equity Award. On the Effective Date, Executive will be granted 1,000,000 options to purchase shares of the Company's stock (the "Option"). The Option will vest over a four year vesting schedule in forty-eight (48) equal monthly installments following the Effective Date, subject to Executive's continued employment through each such vesting date. In addition, in the event Executive's employment is terminated pursuant to Section 8(a)(v) or (vi) following a "Change in Control" (as such term is defined in the Company's 2001 Stock Incentive Plan, as amended) that occurs following the Effective Date, the vesting of the Options shall accelerate on the date of such termination. The Option shall be subject to the terms and conditions of the equity plan and/or any stock option agreement pursuant to which the Option is granted. View More

Compensation. (a) Annual Base Salary. During the Term, the Executive shall receive a base salary at a rate of $200,000 per annum, which shall be paid in accordance with the customary payroll practices of the Company, subject to review and adjustment by the Board in its reasonable discretion (the "Annual Base Salary"). (b) Other Incentive Plans, Benefits and Perquisites. The Executive shall be offered additional employee benefits and perquisites the Company and the Executive negotiate in good faith. The Execut...ive also shall be eligible to participate in such other incentive compensation programs in accordance with their terms as the Company may have in effect from time to time for its senior executive officers and all compensation and other entitlements earned thereunder shall be in addition to, and shall not in any way reduce, the amount payable to the Executive as Annual Base Salary. (c) Health, Welfare and Retirement Plans; Vacation. To the extent the Executive meets the eligibility requirements for such arrangements, plans or programs, the Executive shall be entitled to: (i) participate in such health (medical, hospital and/or dental) insurance ("Medical and Health Benefits"), retirement, life insurance, disability insurance, flexible benefits arrangements and accident insurance plans and programs as are maintained in effect from time to time by the Company for its senior executive officers; (ii) participate in other non-duplicative benefit programs which the Company may from time to time offer generally to senior executive officers of the Company; and 5 (iii) take vacations and be entitled to sick leave in accordance with the Company's Paid Time Off ("PTO") policy, except that Executive will accrue 160 hours of PTO per year for his or her first five (5) years of service with the Company. Thereafter, the Executive will receive 40 additional hours of PTO for every additional 5 years of service; provided however, that the total amount of PTO that Executive can accrue during one year shall be capped at 240 hours. (d) For the sake of clarity, the Company may modify its health, welfare, retirement and other benefit plans and vacation and sick leave policies from time to time and the Executive's rights under these plans are subject to change in the event of any such modifications, provided that he will receive the benefits generally provided to other senior executive officers of the Company. (e) Business Expenses. During the Term, the Company shall reimburse the Executive for all reasonable travel and other business expenses incurred by the Executive in the performance of the Executive's duties to the Company in accordance with the Company's applicable expense reimbursement policies and procedures. View More

Compensation. For all services rendered by Palmer in any capacity during his employment under this Employment Agreement, Palmer shall be paid as compensation an annual salary of Sixty Thousand Dollars ($60,000), payable in accordance with the customary payroll practices of the Company, in twelve (12) equal installments ($5,000). Exhibit 10U -- Page 1 5. Participation in Benefit Plans. Palmer shall participate in any benefits to which he may be entitled under any group hospitalization, health, dental care, or ...sick-leave plan, life or other insurance or death benefit plan, travel or accident insurance, or contingent compensation plan, including, without limitation, capital accumulation or termination pay programs, retirement income or pension plan or programs of the Company for which other full-time employees are or shall become eligible during the period of employment under this Employment Agreement, and during any subsequent period for which he shall be entitled to receive payments from the Company under paragraph 7 below. Vacation: Palmer will be entitled to three weeks of vacation per annum with the approval of the President of the Company for the specific time away from the Company. Future vacation and sick time are subject to the Company's standard policy guidelines. Mileage Reimbursement. Palmer will be reimbursed at the standard rate for any mileage he incurs using his personal vehicle for Company business. View More

Compensation. a) In consideration of and as compensation for all of the services to be rendered by the Advisor to the Partnership under this Agreement, the Partnership shall pay the Advisor (i) an incentive fee payable quarterly equal to 20% of New Trading Profits (as such term is defined below) earned by the Advisor for the Partnership (the "Incentive Fee") and (ii) a monthly fee for professional management services equal to 1.0% per year of the month-end Net Assets of the Partnership allocated to the Adviso...r (computed monthly by multiplying the Net Assets of the Partnership allocated to the Advisor as of the last business day of each month by 1.0% and dividing the result thereof by 12) (the "Management Fee"). (b) "Net Assets" shall have the meaning set forth in Section 7(d)(1) of the Partnership Agreement and without regard to further amendments thereto, provided that in determining the Net Assets of the Partnership on any date, no adjustment shall be made to reflect any distributions, redemptions, or incentive fees accrued or payable as of the date of such determination. (c) "New Trading Profits" shall mean the excess, if any, of Net Assets managed by the Advisor at the end of the fiscal period over Net Assets of the Partnership managed by the Advisor at the end of the highest previous fiscal period or Net Assets of the Partnership allocated to the Advisor at the date trading commences by the Advisor for the Partnership, whichever is higher, and as further adjusted to eliminate the effect on Net Assets of the Partnership resulting from new capital contributions, redemptions, reallocations or capital distributions, if any, made during the fiscal period decreased by interest or other income, not directly related to trading activity, earned on the Partnership's assets during the fiscal period, whether the assets are held separately or in margin accounts. Ongoing expenses shall be attributed to the Advisor based on the Advisor's proportionate share of Net Assets of the Partnership. Ongoing expenses shall not include expenses of litigation not involving the activities of the Advisor on behalf of the Partnership. No Incentive Fee shall be paid to the Advisor until the end of the first full calendar quarter of the Advisor's trading for the Partnership, which fee will be based on New Trading Profits (if any) earned from the commencement of trading by the Advisor on behalf of the Partnership through the end of the first full calendar quarter of such trading. Interest income earned, if any, shall not be taken into account in computing New Trading Profits earned by the Advisor. If Net Assets of the Partnership allocated to the Advisor are reduced due to redemptions, distributions or reallocations (net of additions), there will be a corresponding proportional reduction in the related loss carryforward amount that must be recouped before the Advisor is eligible to receive another Incentive Fee. (d) Quarterly Incentive Fees and monthly Management Fees shall be paid within twenty (20) business days following the end of the period for which such fee is payable. In the event of the termination of this Agreement as of any date which shall not be the end of a calendar quarter or a calendar month, as the case may be, the quarterly Incentive Fee shall be computed as if the effective date of termination were the last day of the then current quarter and the monthly Management Fee shall be prorated to the effective date of termination. If, during any month, the Partnership does not conduct business operations or the Advisor is unable to provide the services contemplated herein for more than two successive business days, the monthly Management Fee shall be prorated by the ratio which the number of business days during which CMF conducted the Partnership's business operations or utilized the Advisor's services bears in the month to the total number of business days in such month. 4 (e) The provisions of this Section 3 shall survive the termination of this Agreement. View More

Compensation. As full consideration for the Consulting Services rendered under this Agreement, Protagenic agrees to pay Consultant and reimburse expenses as set forth in the Business Terms Exhibit.

Compensation. As full consideration for the Employment Services rendered under this Agreement, PTCI agrees to pay Employee and reimburse expenses as set forth in the Business Terms Exhibit.