Common use of Additional Compensation; Expenses and Benefits Clause in Contracts

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him in carrying out his duties under this Agreement. Such expenses shall be incurred in accordance with the policies and procedures established by the Company. The Executive shall present to the Company an itemized account of all expenses in such form as may be required by the Company from time to time. (a) During the Term, the Executive shall be eligible to participate fully in any other benefit plans, programs, policies and fringe benefits which may be made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance and benefits under the Company’s and/or Holdings’ 401(k) savings plan and deferred compensation plan. (b) During the Term, the Executive shall be entitled to participate in any bonus plans generally offered to executive officers of the Company and/or Holdings. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive shall have a target bonus of 150% of the Base Salary. Bonus(es) shall be subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or the Compensation Committee, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es), if any, shall be paid in the form of cash and shall be paid by March 15th of the following year. (c) The Company will guarantee the Executive a Bonus of at least $700,000 with respect to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior to the payment of annual bonuses by the Company with respect to such year. Such bonus, if any, shall be paid to the Executive when annual bonuses are normally paid to other executive officers of the Company in 2021, but not later than March 15, 2021.

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall promptly reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him her in carrying out his her duties under this Agreement. Such expenses The Executive shall be incurred in accordance with the policies and procedures established by the Companyentitled to fly business, or if business is not offered on such flight first, class when traveling for business purposes. The Executive shall present to the Company an itemized account of all such expenses in such form as may be required by the Company from time to time. (ab) During the Term, the Executive shall be eligible entitled to participate fully participate, at the same level and on the same terms, in any other all benefit plans, programs, programs and policies and fringe benefits which may be are made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance insurance; provided that the Executive shall participate in any stock option or stock purchase or compensation plan currently in effect or subsequently established by the Company to the extent, and benefits under only to the Company’s and/or Holdings’ 401(kextent, authorized by the plan document or by the Board of Directors of the Company (the “Board”) savings plan and deferred compensation planor the Compensation Committee thereof. (bc) During the Term, the Executive shall be entitled to participate in any bonus plans generally offered to executive officers of employees at the Company and/or Holdingssame level. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive shall have a target bonus of 150% of the Base Salary. Bonus(es) shall be Bonuses are subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or Board, and the Compensation CommitteeCommittee thereof, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es), if any, shall may be paid in the form of cash, stock options, restricted stock, restricted stock units or other securities of the Company. It is currently the Company’s practice to pay any annual bonus one half in cash and one half in restricted stock units that vest approximately one year from the date of issue so long as the Executive remains an employee of the Company on that date. The Executive shall not be entitled to any guaranteed bonus, and the Executive understands that all annual bonuses are discretionary. The Company agrees that the Executive shall be paid by March 15th of the following year. (c) The Company will guarantee the Executive a Bonus of at least $700,000 with respect entitled to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company be considered for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior to the payment of annual bonuses by the Company with respect to such year. Such bonusbonuses, if any, shall be paid to on the Executive when annual bonuses are normally paid to same basis as other executive senior officers of the Company in 2021, but at the same level. (d) The Executive shall be entitled to accrue vacation under the Company’s policy at a rate of not later less than March 15, 2021four weeks per year.

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him her in carrying out his her duties under this Agreement. Such expenses shall be incurred in accordance with the policies and procedures established by the Company. The Executive shall present to the Company an itemized account of all expenses in such form as may be required by the Company from time to time. (ab) During the Term, the Executive shall be eligible to participate fully in any other benefit plans, programs, policies and fringe benefits which may be made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance and benefits under the Company’s and/or Holdings’ 401(k) savings plan and deferred compensation plan. (bc) During the Term, the Executive shall be entitled to participate in any bonus plans generally offered to executive officers of the Company and/or Holdings. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive shall have a target bonus Bonus of 150300% of the Base Salary, which shall be subject to increase in the discretion of the Compensation Committee from time to time. Bonus(es) shall be subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or the Compensation Committee, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es)The Executive’s Bonus for a year, if any, shall be paid in the form of cash and shall will be paid by March 15th of the following year. (cd) The During the Term, the Company will guarantee the Executive shall provide a Bonus of at least $700,000 with respect to the year ending December 31, 2020 unless car and driver for the Executive’s employment has been terminated by use for travel to and from her home to the Company for Cause (as defined below) Company’s offices in New York, New York, or by reimburse the Executive without Good Reason for up to $2,000 per month to cover the costs of a car and driver or other travel-related expenses (such as defined belowparking if the Executive drives her own car) prior associated with travel to and from her home to the payment of annual bonuses by the Company Company’s offices in New York, New York (in accordance with respect to such year. Such bonus, if any, shall be paid to the Executive when annual bonuses are normally paid to other executive officers of the Company in 2021, but not later than March 15, 2021Section 5(a)).

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him her in carrying out his her duties under this Agreement. Such ; provided that such expenses shall be are incurred in accordance with the policies and procedures established by the Company. The Executive shall be entitled to fly business, or if business is not offered on such flight, first class when traveling for business purposes. The Executive shall present to the Company an itemized account of all expenses in such form as may be required by the Company from time to time. (ab) During the Full-Time Term, the Executive shall be eligible entitled to participate fully in any other benefit plans, programs, policies and fringe benefits which may be made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance and benefits under the Company’s and/or Holdings’ 401(k) savings plan and deferred compensation plan. (b) . During the Part-Time Term, the Executive shall be entitled to participate in such plans to the extent eligible pursuant to the terms of such plan(s) and the Company’s policies, and in accordance with applicable law. To the extent the Executive is not eligible for medical, dental or vision insurance during the Part-Time Term, the Company shall pay the Executive for the employer-portion of obtaining those benefits under COBRA while the Executive remains employed during the Part-Time Term. (c) For calendar years 2021 and 2022, the Executive shall be eligible to participate in any bonus plans generally offered to executive officers of the Company and/or Holdings. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During Notwithstanding the Termforegoing, any Bonus earned in respect of calendar year 2022 shall be pro-rated to reflect the number of days that the Executive shall have a target bonus of 150% of remained employed by the Base SalaryCompany during the Full-Time Term in calendar year 2022. Bonus(es) shall be subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or the Compensation Committee, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es), if any, shall be paid in the form of cash and shall be paid by March 15th of the following year. The Executive will not be eligible to participate in any bonus plans in respect of the Part-Time Term. (cd) The Company will guarantee During the Full-Time Term, the Executive a Bonus of at least $700,000 with respect to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior to the payment of annual bonuses by the Company with respect to such year. Such bonus, if any, shall be paid entitled to accrue vacation under the Executive when annual bonuses are normally paid to other executive officers Company’s policy at a rate of the Company in 2021, but not later less than March 15, 2021four (4) weeks per year.

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him in carrying out his duties under this Agreement. Such expenses shall be incurred in accordance with the policies and procedures established by the Company. The Executive shall present to the Company an itemized account of all expenses in such form as may be required by the Company from time to time. (ab) During the Term, the Executive shall be eligible to participate fully in any other benefit plans, programs, policies and fringe benefits which may be made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance and benefits under the Company’s and/or Holdings’ 401(k) savings plan and deferred compensation plan. (bc) During the Term, the Executive shall be entitled to participate in any bonus plans generally offered to executive officers of the Company and/or Holdings. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive The Executive’s target annual bonus opportunity shall have a target bonus of be 150% of the Executive’s Base SalarySalary for the years ending December 31, 2020 and December 31, 2021, and 200% of the Executive’s Base Salary for the years ending December 31, 2022 and December 31, 2023. In addition, the Company will pay the Executive a pro-rated bonus for the year ending December 31, 2024 (the amount, if any, of which shall be based on the 200% target bonus opportunity, on actual achievement of applicable performance criteria by the Company, and on the number of days the Executive was employed by the Company during 2024), payable in 2025 when annual bonuses are normally paid to other executive officers of the Company. Bonus(es) shall be subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or the Compensation Committee, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es), if any, shall be paid in the form of cash and shall be paid by March 15th of the following year. (c) The Company will guarantee the Executive a Bonus of at least $700,000 with respect to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior to the payment of annual bonuses by the Company with respect to such year. Such bonus, if any, shall be paid to the Executive when annual bonuses are normally paid to other executive officers of the Company in 2021, but not later than March 15, 2021.

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive for all reasonable and necessary business expenses incurred and advanced by him her in carrying out his her duties under this Agreement. Such ; provided that such expenses shall be are incurred in accordance with the policies and procedures established by the Company. The Executive shall be entitled to fly business, or if business is not offered on such flight, first class when traveling for business purposes. The Executive shall present to the Company an itemized account of all expenses in such form as may be required by the Company from time to time. (ab) During the Term, the Executive shall be eligible to participate fully in any other benefit plans, programs, policies and fringe benefits which may be made available to the executive officers of the Company and/or and Holdings generally, including, without limitation, disability, medical, dental and life insurance and benefits under the Company’s and/or or Holdings’ 401(k) savings plan and deferred compensation plan. (bc) During the Term, the Executive shall be entitled eligible to participate in any bonus plans generally offered to executive officers of the Company and/or and Holdings. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEOCEOs, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive shall have a target bonus of 150% of the Base Salary. Bonus(es) shall may be subject to the Executive’s individual performance and satisfaction of objectives established by the CEO CEOs or the Board or the Compensation Committee, and further are subject to the exercise of discretion by the CEO CEOs and review and approval by the Compensation Committee. Bonus(es), if any, shall may be paid in the form of cash and shall be paid cash, stock options, restricted stock, restricted stock units or other securities of Holdings, as determined by March 15th of the following yearCompensation Committee in its sole discretion. (cd) The Company will guarantee the Executive a Bonus of at least $700,000 with respect to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior to the payment of annual bonuses by the Company with respect to such year. Such bonus, if any, shall be paid entitled to accrue vacation under the Executive when annual bonuses are normally paid to other executive officers Company’s policy at a rate of the Company in 2021, but not later less than March 15, 2021four weeks per year.

Additional Compensation; Expenses and Benefits. (a) During the Term, the Company shall reimburse the Executive Employee for all reasonable and necessary business expenses incurred and advanced by him in carrying out his duties under this Agreement. Such expenses shall be incurred in accordance with the policies and procedures established by the Company. The Executive Employee shall present to the Company an itemized account of all such expenses in such form as may be required by the Company from time to time. (ab) During the Term, the Executive Employee shall be eligible entitled to participate fully in any other benefit plans, programs, programs and policies and fringe benefits which may be made available to the executive officers of the Company and/or Holdings generally, including, without limitation, disability, medical, dental and life insurance insurance; provided that the Employee shall participate in any stock option or stock purchase or compensation plan currently in effect or subsequently established by the Company to the extent, and benefits under only to the Company’s and/or Holdings’ 401(kextent, authorized by the plan document or by the Board of Directors of the Company (the “Board”) savings plan and deferred compensation planor the Compensation Committee thereof. (bc) During the Term, the Executive Employee shall be entitled to participate in any bonus plans generally offered to executive officers of employees at the Company and/or Holdingssame level. The Executive’s annual bonus (the “Bonus”), if any, shall be determined annually by the CEO, or the Board or the compensation committee of the Board (the “Compensation Committee”). During the Term, the Executive shall have a target bonus of 150% of the Base Salary. Bonus(es) shall be Bonuses are subject to the Executive’s individual performance and satisfaction of objectives established by the CEO or the Board or Board, and the Compensation CommitteeCommittee thereof, and further are subject to the exercise of discretion by the CEO and review and approval by the Compensation Committee. Bonus(es), if any, shall may be paid in the form of cash, stock options, restricted stock, restricted stock units or other securities of the Company. It is currently the Company’s practice to pay any annual bonus one half in cash and shall be paid by March 15th one half in restricted stock units that vest approximately one year from the date of issue so long as the Employee remains an employee of the following yearCompany on that date. The Employee shall not be entitled to any guaranteed bonus. (cd) The Company will guarantee Employee shall be entitled to carry forward any unused vacation balance he has accrued while an employee of XM Satellite Radio Inc. as of the Executive a Bonus date of at least $700,000 with respect this Agreement to the year ending December 31, 2020 unless the Executive’s employment has been terminated by the Company for Cause (as defined below) or by the Executive without Good Reason (as defined below) prior same extent that other employees of XM Satellite Radio Inc. are entitled to the payment of annual bonuses by the Company with respect to such year. Such bonus, if any, shall be paid to the Executive when annual bonuses are normally paid to other executive officers of the Company in 2021, but not later than March 15, 2021carry forward unused vacation days.