Common use of Compensation Benefits and Expenses Clause in Contracts

Compensation Benefits and Expenses. (a) At the commencement of Employee's term of employment pursuant to this Employment Agreement, Employee shall be paid a base salary at an annual rate of $364,000. Payment will be made on the regularly scheduled pay dates of Employer, subject to all appropriate withholdings or other deductions required by law or by Employer's established policies applicable to all employees of Employer. Employer may increase Employee's salary at Employer's sole discretion, but shall not reduce such salary below the rate established by this Employment Agreement (as it may be increased from time to time hereunder) without Employee's written consent. (b) During the term of employment, Employer shall provide Employee with an automobile substantially equivalent in value to the automobile provided by Employer prior to the date hereof or pay Employee an allowance in the amount of $600 per month, plus the costs incurred by Employee for all fuel, oil and lubrication related to the business use of Employee's automobile, including travel from Employee's home to place of employment. (c) In addition to any other compensation payable to Employee pursuant to this Employment Agreement, Employee during the term of this Employment Agreement may be paid an annual bonus as determined by and within the sole discretion of the Board. In the event Employee's salary reaches $500,000 per annum, or Employee otherwise reasonably determines that any portion of his compensation from Employer could become non-deductible by reason of the application of Section 162(m) of the Internal Revenue Code, Employer promptly shall establish an annual cash bonus plan satisfying the qualified performance-based compensation exception to Section 162(m). (d) Employee's services hereunder shall be performed at the principal offices of the Employer in Palm Beach Gardens, Florida, subject to such reasonable travel as the performance of Employee's duties and the business of Employer may require. (e) In addition to compensation payable to Employee as described above, Employee shall be entitled to participate in all employee benefit plans or programs of Employer as are available to management employees of Employer generally and such other benefit plans or programs as may be specified by the Board, including any stock options that may be granted by the Board. Employer hereby waives Employee's waiting period for eligibility under its medical benefits plan. Employer also shall reimburse Employee for an annual physical examination by a physician of Employee's choice. (f) Effective as of March 10, 1999, Employer shall grant Employee options to acquire 100,000 shares of common stock of Employer (the "NEW OPTIONS") pursuant to Employer's 1998 Incentive Stock Option Plan (the "OPTION PLAN"). The New Options shall (i) vest in equal 25 percent installments on each of the first four anniversaries of the date of grant, (ii) have a ten year term, (iii) have an exercise price per share equal to the closing price of a share of Employer's common stock as of March 10, 1999, (iv) be intended to qualify, to the greatest extent possible, as incentive stock options within the meaning of Section 422 of the Internal Revenue Code, and (v) shall otherwise be subject to the same terms and conditions as the options previously granted by Employer to Employee pursuant to the Option Plan. Notwithstanding the foregoing, all options granted by Employer to Employee pursuant to the Option Plan or any other option plan of Employer (including, but not limited to, the New Options) shall vest in full to the extent not already vested upon the occurrence of a Change of Control (as defined in paragraph 5(f) below). (g) On a timely basis, Employer shall reimburse Employee for such reasonable out-of-pocket expenses as Employee may incur for and on behalf of the furtherance of Employer's business provided that Employee submits to Employer satisfactory documentation or other support for such expenses in accordance with Employer's expense reimbursement policy.

Compensation Benefits and Expenses. (a) At the commencement of Employee's term of employment pursuant to this Employment Agreement, Employee shall be paid a base salary at an annual rate of $364,000575,000. Payment will be made on the regularly scheduled pay dates of Employer, subject to all appropriate withholdings or other deductions required by law or by Employer's established policies applicable to all employees of Employer. Employer The Compensation Committee of the Board shall review Employee's salary annually, and may increase Employee's salary at Employer's in its sole discretion, but shall not reduce such salary below the rate established by this Employment Agreement (as it may be increased from time to time hereunder) without Employee's written consent. (b) During the term of employment, Employer shall provide Employee with an automobile substantially equivalent in value to the automobile provided by Employer prior to the date hereof or pay Employee an allowance in the amount of $600 per month, plus the costs incurred by Employee for all fuel, oil and lubrication related to the business use of Employee's automobile, including travel from Employee's home to place of employment. (c) In addition to any other compensation payable to Employee pursuant to this Employment Agreement, Employee during the term of this Employment Agreement may be paid shall participate in an annual bonus as determined by and within the sole discretion plan or otherwise be eligible for an annual bonus, with a target of the Board. In the event Employee's salary reaches $500,000 per annum, or Employee otherwise reasonably determines that any portion 100% of his compensation from Employer could become non-deductible by reason of the application of Section 162(m) of the Internal Revenue Codebase salary, Employer promptly shall establish an annual cash bonus plan satisfying the qualified performance-based compensation exception to Section 162(m)if applicable performance criteria are fully achieved. (dc) Employee's services hereunder shall be performed at the principal offices of the Employer in Palm Beach Gardens, Florida, subject to such reasonable travel as the performance of Employee's duties and the business of Employer may require. (ed) In addition to compensation payable to Employee as described above, Employee shall be entitled to participate in all employee benefit plans or programs of Employer as are available to management employees of Employer generally and such other benefit plans or programs as may be specified by the Board, including any stock options that may be granted by the Board. Employer hereby waives Employee's waiting period for eligibility under its medical benefits plan. Employer also shall reimburse Employee for an annual physical examination by a physician of Employee's choice. (fe) Effective as Employee shall receive a grant of March 10, 1999, Employer shall grant Employee options to acquire 100,000 105,000 restricted shares of Employer common stock of Employer (the "NEW OPTIONSRESTRICTED STOCK") pursuant to Employer's 1998 Incentive as follows: (I) 5,000 shares of Restricted Stock Option Plan (the "OPTION PLAN"). The New Options shall (i) vest in equal 25 percent installments on each be granted upon shareholder approval of the first four anniversaries of the date of grant, (ii) have a ten year term, (iii) have an exercise price per share equal to the closing price of a share of Employer's common stock as of March 10, 1999, (iv) be intended to qualify, to the greatest extent possible, as incentive stock options within the meaning of Section 422 of the Internal Revenue Code, and (v) shall otherwise be subject to the same terms and conditions as the options previously granted by Employer to Employee pursuant to the Option Plan. Notwithstanding the foregoing, all options granted by Employer to Employee pursuant to the Option Plan or any other option plan of Employer (including, but not limited to, the New Options) shall vest in full to the extent not already vested upon the occurrence of a Change of Control (as defined in paragraph 5(f) below). (g) On a timely basis, Employer shall reimburse Employee for such reasonable out-of-pocket expenses as Employee may incur for and on behalf of the furtherance of Employer's business provided that Employee submits to Employer satisfactory documentation or other support for such expenses in accordance with Employer's expense reimbursement policy.the

Compensation Benefits and Expenses. (a) At During the commencement of Employee's term of the Employee’s employment pursuant to this Employment Agreement, the Employee shall be paid a base annual salary at an annual rate of $364,000144,000 (the “Base Pay”). Payment will be made on the regularly scheduled pay dates of Employerthe Company, subject to all appropriate withholdings or other deductions required by law or by Employer's the Company’s established policies applicable to all the employees of Employerthe Company. Employer The Board of Directors may increase the Employee's salary ’s Base Pay at Employer's the Company’s sole discretion, but shall not reduce such salary the Base Pay below the rate established by this Employment Agreement (as it may be increased from time to time hereunder) including any increases in the rate of Base Pay approved by the Board of Directors after the Effective Time), without the Employee's ’s written consent. (b) During the term of employment, Employer shall provide Employee with an automobile substantially equivalent in value to the automobile provided by Employer prior to the date hereof or pay Employee an allowance in the amount of $600 per month, plus the costs incurred by Employee for all fuel, oil and lubrication related to the business use of Employee's automobile, including travel from Employee's home to place of employment. (c) In addition to any other compensation payable to the Employee pursuant to this Employment Agreement, Employee during the term of the Employee’s employment pursuant to this Employment Agreement Agreement, the Employee may be paid an annual bonus as determined by and within the sole discretion of the Board. In the event Employee's salary reaches $500,000 per annum, or Employee otherwise reasonably determines that any portion board of his compensation from Employer could become non-deductible by reason directors of the application of Section 162(m) of the Internal Revenue Code, Employer promptly shall establish an annual cash bonus plan satisfying the qualified performance-based compensation exception to Section 162(m)Company. (d) Employee's services hereunder shall be performed at the principal offices of the Employer in Palm Beach Gardens, Florida, subject to such reasonable travel as the performance of Employee's duties and the business of Employer may require. (ec) In addition to compensation payable to the Employee as described above, the Employee shall be entitled to participate in all the employee benefit plans or programs of Employer the Company as are available to management employees of Employer the Company generally and such other benefit plans or programs as may be specified by the BoardBoard of Directors, including any stock options that may be granted by the Board. Employer hereby waives Employee's waiting period for eligibility under its medical benefits plan. Employer also shall reimburse board of directors of the Company (“Employee for an annual physical examination by a physician Benefits”), during the term of Employee's choicethe Employment Agreement. (f) Effective as of March 10, 1999, Employer shall grant Employee options to acquire 100,000 shares of common stock of Employer (the "NEW OPTIONS") pursuant to Employer's 1998 Incentive Stock Option Plan (the "OPTION PLAN"). The New Options shall (i) vest in equal 25 percent installments on each of the first four anniversaries of the date of grant, (ii) have a ten year term, (iii) have an exercise price per share equal to the closing price of a share of Employer's common stock as of March 10, 1999, (iv) be intended to qualify, to the greatest extent possible, as incentive stock options within the meaning of Section 422 of the Internal Revenue Code, and (v) shall otherwise be subject to the same terms and conditions as the options previously granted by Employer to Employee pursuant to the Option Plan. Notwithstanding the foregoing, all options granted by Employer to Employee pursuant to the Option Plan or any other option plan of Employer (including, but not limited to, the New Options) shall vest in full to the extent not already vested upon the occurrence of a Change of Control (as defined in paragraph 5(f) below). (gd) On a timely basis, Employer the Company shall reimburse the Employee for such reasonable out-of-pocket expenses as the Employee may incur for and on behalf of the furtherance of Employer's the Company’s business provided that Employee submits to Employer satisfactory documentation or other support for such expenses in accordance with Employer's the Company’s expense reimbursement policy. (e) Employee to be allowed full use of office facilities, equipment, overhead, phones, computers, administrative assistance, etc. for various needs aside from company work.

Compensation Benefits and Expenses. (a) At the commencement of Employee's term of employment pursuant to this Employment Agreement, Employee shall be paid a base salary at an annual rate of $364,000468,000. Payment will be made on the regularly scheduled pay dates of Employer, subject to all appropriate withholdings or other deductions required by law or by Employer's established policies applicable to all employees of Employer. Employer may increase Employee's salary at Employer's sole discretion, but shall not reduce such salary below the rate established by this Employment Agreement (as it may be increased from time to time hereunder) without Employee's written consent. (b) During the term of employment, Employer shall provide Employee with an automobile substantially equivalent in value to the automobile provided by Employer prior to the date hereof or pay Employee an allowance in the amount of $600 per month, plus the costs incurred by Employee for all fuel, oil and lubrication related to the business use of Employee's automobile, including travel from Employee's home to place of employment. (c) In addition to any other compensation payable to Employee pursuant to this Employment Agreement, Employee during the term of this Employment Agreement Agreement, Employee may be paid an annual bonus as determined by and within the sole discretion of the Board. In the event Employee's salary reaches $500,000 per annum, or Employee otherwise reasonably determines that any portion of his compensation from Employer could become non-deductible by reason of the application of Section 162(m) of the Internal Revenue Code, Employer promptly shall establish an annual cash bonus plan satisfying the qualified performance-based compensation exception to Section 162(m). (d) Except as otherwise provided herein, Employee's services hereunder under this Employment Agreement shall be performed at the principal offices of the Employer in Palm Beach Gardens, Florida, subject to such reasonable travel as the performance of Employee's duties and the business of the Employer may require. (e) In addition to compensation payable to Employee as described above, Employee shall be entitled to participate in all employee benefit plans or programs of Employer as are available to management employees of Employer generally and such other benefit plans or programs as may be specified by the Board, including any stock options that may be granted by the Board. Employer hereby waives Employee's waiting period for eligibility under its medical benefits plan. Employer also shall reimburse Employee for an annual physical examination by a physician of Employee's choice. (f) Effective as of March 10, 1999, Employer shall grant Employee options to acquire 100,000 shares of common stock of Employer (the "NEW OPTIONS") pursuant to Employer's 1998 Incentive Stock Option Plan (the "OPTION PLAN"). The New Options shall (i) vest in equal 25 percent installments on each of the first four anniversaries of the date of grant, (ii) have a ten year term, (iii) have an exercise price per share equal to the closing price of a share of Employer's common stock as of March 10, 1999, (iv) be intended to qualify, to the greatest extent possible, as incentive stock options within the meaning of Section 422 of the Internal Revenue Code, and (v) shall otherwise be subject to the same terms and conditions as the options previously granted by Employer to Employee pursuant to the Option Plan. Notwithstanding the foregoing, all options granted by Employer to Employee pursuant to the Option Plan or any other option plan of Employer (including, but not limited to, the New Options) shall vest in full to the extent not already vested upon the occurrence of a Change of Control (as defined in paragraph 5(f) below). (g) On a timely basis, Employer shall reimburse Employee for such reasonable out-of-pocket expenses as Employee may incur for and on behalf of the furtherance of Employer's business provided that Employee submits to Employer satisfactory documentation or other support for such expenses in accordance with Employer's expense reimbursement policy.the