Common use of Employment and Duties Clause in Contracts

Employment and Duties. (a) The Company hereby employs Executive as [______________________] of the Company. Executive shall have responsibilities, duties and authority reasonably accorded to, expected of, and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designee. Executive hereby accepts this employment upon the terms and conditions herein contained and agrees to devote substantially all of his business time, attention and efforts to promote and further the business of the Company. Executive shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the CompanySenior Vice President, General Counsel and Secretary. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded toto and expected of a Senior Vice President, expected of, General Counsel and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designeeSecretary. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with Executive's Employee’s duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Chairman of the CompanyBoard and Chief Development Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Chairman of the Board and consistent with such position Chief Development Officer and will report directly to the Board of Directors of the Company (the "“Board") or its designee”). Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Division President of the CompanySystems and Consulting Services. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Division President and will report directly to the Board of Directors of the Company (the "Board") or its designeeCompany's Chief Operating Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from serving on the boards of directors of other companies or making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as Executive as [______________________] of the CompanyVice President and Chief Financial Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of an Executive Vice President and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designeeChief Financial Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with Executive's Employee’s duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] a Division President of Health and Government Services and Officer of the Company. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position and will report directly to the Board of Directors a Division President of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 9 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof9. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as an Executive as [______________________] of the CompanyVice President and Chief Operating Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of an Executive Vice President and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designeeChief Operating Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 9 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the board of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 9 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Chairman of the CompanyBoard and Chief Development Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Chairman of the Board and consistent with such position Chief Development Officer and will report directly to the Board of Directors of the Company (the "“Board") or its designee”). Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with Executive's Employee’s duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Division President of the CompanyEnabling Technology and Services. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Division President and will report directly to the Board of Directors of the Company (the "Board") or its designeeCompany’s Chief Operating Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as Chairman and Chief Executive as [______________________] Officer of the Company. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Chairman and consistent with such position Chief Executive Officer of the Company and will report directly to the Board of Directors of the Company (the "Board") or its designee), all in accordance with instructions and authorizations from the Board. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(c) hereof, agrees to devote substantially all 70% of his business time, attention and efforts devoted by Employee to work to promote and further the business of the Company. Executive . (b) Employee shall notfaithfully adhere to, during execute and fulfill all policies established by the Board. (c) During the term of his employment hereunder, be engaged in Employee may spend up to 30% of the time Employee devotes to work to any other business activity pursued which he may pursue for gain, profit or other pecuniary advantage if advantage, provided that such activity interferes in any material respect does not interfere with ExecutiveEmployee's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his Employee's services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Business Segment Manager and officer of the Companyseveral subsidiaries. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Business Segment Manager and consistent with such position and will report directly to the Board officer of Directors of the Company (the "Board") or its designeeseveral subsidiaries. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Chairman of the CompanyBoard and Chief Development Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Chairman of the Board and consistent with such position Chief Development Officer and will report directly to the Board of Directors of the Company (the "Board") or its designee). Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from serving on the boards of directors of other companies or making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs extends an agreement to employ Employee as Chief Executive as [______________________] Officer of the CompanyCompany for the fixed term set forth in Section 5 hereof, subject to the terms hereof. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Chief Executive Officer of the Company and will report directly to the Board of Directors of the Company (the "Board") or its designee). Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(c) hereof, agrees to devote substantially all of his business Employee's working time, attention attention, and efforts to promote and further the business of the Company. Executive , consistent with the past practice of Employee. (b) Employee shall notfaithfully adhere to, execute and fulfill all policies established by the Company. (c) Employee may, during the term of his or her employment hereunder, be engaged engage in any other business activity activities pursued for gain, profit or other pecuniary advantage if advantage, provided that any such activity interferes in any material respect does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and that any such activity is also permitted under Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his Employee's services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the Companya Vice President-Corporate Development. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Vice President-Corporate Development and will report directly to the Board of Directors Executive Vice President-Corporate Development of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect does not interfere with ExecutiveEmployee's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereofmade. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company Recency Media hereby employs Executive Employee as [______________________] of the Companyits Vice President, Narrowcasting Technology. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a vice president and will report solely and directly to the Board of Directors of the Company (the "Board") or its designeeChief Executive Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(c), agrees to devote substantially all of his business time, attention and efforts to promote and further the business of the Company. Executive Recency Media. (b) Employee shall faithfully adhere to, execute and fulfill all lawful policies established by Recency Media. (c) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's Employee’s duties and responsibilities hereunder; however Employee shall not be prohibited from providing board of directors or advisory board functions to other companies provided such activity does not interfere with Employee’s duties and responsibilities hereunder. The This foregoing limitations limitation shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] a Division President of the HealthServe division and Officer of the Company. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position and will report directly to the Board of Directors a Division President of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 9 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof9. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive, and Executive hereby agrees to act, as [______________________] President of the Company. As such, Executive shall have responsibilities, duties and authority reasonably accorded to, expected of, and consistent with such Executive's position as, President of the Company and will report directly to the Board of Directors of the Company (the "Board") or its designee). Executive hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(c) hereof, agrees to devote his best efforts and substantially all of his business time, time and attention and efforts to promote and further the business of the Company and MarineMax. 2 (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established by the Company. . (c) Executive shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (bd) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required by the Company or in the performance of his duties to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executivehis primary residence.

Employment and Duties. (a) The Company hereby employs Employee as Executive as [______________________] of the CompanyVice President and Chief Financial Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of an Executive Vice President and consistent with such position Chief Financial Officer and will report directly to the Board of Directors Chief Executive Officer of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from serving on the boards of directors of other companies or making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the CompanyPresident and Chief Operating Officer effective November 1, 1996. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a President and consistent with such position Chief Operating Officer and will report directly to the Board of Directors Chief Executive Officer of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder. The advantage; provided however, the foregoing limitations limitation shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither not require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company Employer hereby employs Executive Employee as [______________________] President-Telecom and Cable Division of the CompanyEmployer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a President-Telecom and consistent with such position Cable Division of Employer and will report directly to the Board Chief Executive Officer of Directors of the Company (the "Board") or its designeeEmployer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Paragraph 1(c) hereof, agrees to devote substantially all of his business Employee’s time, attention and efforts to promote and further the business of Employer. (b) Employee shall faithfully adhere to, execute and fulfill all reasonable policies established by the Company. Executive Board of Directors of Employer (the “Board”). (c) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's Employee’s duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his Employee’s services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 4 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee shall be employed as [______________________] the Company's Chairman of the Company. Executive shall have responsibilities, duties Board and authority reasonably accorded to, expected of, and consistent with in such position and will report directly to other executive capacity as the Board of Directors may decide. Employee's duties may be changed and modified by the Company's Board of the Company (the "Board") or its designeeDirectors. Executive hereby Employee accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(c), agrees to devote substantially all of his business full-time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall faithfully adhere to, execute and fulfill all policies established by the Company. (c) Except pursuant to the written approval of the Board of Directors, Employee shall not, during the term of his employment hereunderemployment, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunderadvantage. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his Employee's services in the operation operations or affairs of the companies or enterprises in which such investments are made made, nor violate the terms of paragraph 3 hereof5. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the Companya principal. Executive As such, Employee shall have the responsibilities, duties and authority reasonably accorded to and expected of a principal, including but not limited to responsibilities for management and strategic direction. Employee agrees to faithfully adhere to, expected ofexecute, and consistent with such position fulfill all policies, procedures and will report directly to rules established by the Board of Directors of the Company (the "Board") or its designeeCompany. Executive hereby accepts this employment upon the terms and conditions herein contained and Employee agrees to devote substantially all of his business time, attention and efforts to promote and further the business of the Company. Executive performing his duties as principal. (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity unreasonably interferes in any material respect with Executive's Employee’s duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither not require his Employee’s services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute or engaging in business and fulfill all lawful policies established from time to time by development opportunities not competitive with the Company’s business and not in violation of Section 1(a), above or Section 3, below. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] Chairman of the CompanyBoard and Chief Development Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Chairman of the Board and consistent with such position Chief Development Officer and will report directly to the Board of Directors of the Company (the "Board") or its designee). Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as Executive as [______________________] of the CompanyVice President and Chief Operating Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Executive Vice President and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designeeChief Operating Officer. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with Executive's Employee’s duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as Chief Executive as [______________________] of the CompanyOfficer effective January 1, 1998. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Chief Executive Officer and will report directly to the Board of Directors of the Company (the "Board") or its designeeof the Company. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder. The advantage; provided however, the foregoing limitations limitation shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither not require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the CompanySenior Vice President, General Counsel and Secretary. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded toto and expected of a Senior Vice President, expected of, General Counsel and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designeeSecretary. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the (c) extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a1) The Company hereby employs Executive as [______________________] of the Company. its Chief Executive shall have responsibilities, duties Officer and authority reasonably accorded to, expected of, and consistent with such position and will report directly to the Board of Directors of the Company (the "Board") or its designee. Executive hereby accepts this employment upon the terms and conditions herein contained and contained. Executive agrees to devote substantially all of his business time, attention and efforts to promote and further the business of the Company. . (2) Executive shall faithfully adhere to, execute and fulfill all lawful policies established by the Company and Comfort, including Comfort's Corporate Compliance Policy. (3) Executive shall not, during the term of his Executive's employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder; PROVIDED, HOWEVER, that Executive may engage in the activities listed on Exhibit A hereto so long as Executive does not devote more time to such activities than Executive has historically devoted to such activities. The foregoing limitations shall not be construed as prohibiting Executive from making passive personal investments in such form or manner as will neither require his Executive's services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereofSection 4. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the CompanySenior Vice President and Chief Financial Officer. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Senior Vice President and consistent with such position Chief Financial Officer and will report directly to the Board of Directors Chief Executive Officer of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with ExecutiveEmployee's duties and responsibilities hereunderhereunder and (ii) does not violate paragraph 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from serving on the boards of directors of other companies or making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Employee as a Senior Vice President-Business Unit Executive as [______________________] and Officer of the Company. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, of a Senior Vice President-Business Unit Executive and consistent with such position and will report directly to the Board of Directors Officer of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect does not interfere with ExecutiveEmployee's duties and responsibilities hereunder. The foregoing limitations shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereofmade. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] of the CompanyVice-President/Operations effective January 15, 1997. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Vice-President and will report directly to the Board of Directors President and Chief Operating Officer of the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to paragraph 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if such activity interferes in any material respect with Executive's duties and responsibilities hereunder. The advantage; provided however, the foregoing limitations limitation shall not be construed as prohibiting Executive Employee from making passive personal investments in such form or manner as will neither not require his services in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.

Employment and Duties. (a) The Company hereby employs Executive Employee as [______________________] a Division President, with the makeup of such divisions as determined by the CompanyCompany from time to time. Executive As such, Employee shall have responsibilities, duties and authority reasonably accorded to, to and expected of, and consistent with such position of a Division President and will report directly to the Board of Directors of Company’s Chief Operating Officer or such other officer designated by the Company (the "Board") or its designeeCompany. Executive Employee hereby accepts this employment upon the terms and conditions herein contained and and, subject to Section 1(b), agrees to devote substantially all of his business working time, attention and efforts to promote and further the business of the Company. Executive . (b) Employee shall not, during the term of his employment hereunder, be engaged in any other business activity pursued for gain, profit or other pecuniary advantage if except to the extent that such activity interferes in any material respect (i) does not interfere with Executive's Employee’s duties and responsibilities hereunderhereunder and (ii) does not violate Section 3 hereof. The foregoing limitations shall not be construed as prohibiting Executive Employee from (A) serving on the boards of directors of other companies or (B) making passive personal investments in such form or manner as will neither require his services services, other than to a minimal extent, in the operation or affairs of the companies or enterprises in which such investments are made nor violate the terms of paragraph Section 3 hereof. (b) Executive shall faithfully adhere to, execute and fulfill all lawful policies established from time to time by the Company. (c) Executive shall only be required to perform Executive's duties in, and shall not be required to relocate from, the area in which the Company is headquartered on the date of this Agreement unless otherwise agreed by Executive.