Common use of REMUNERATION AND BENEFITS Clause in Contracts

REMUNERATION AND BENEFITS. (a) The Company will pay the Executive an annual salary of $325,000 (US funds), less required deductions (the “Base Salary”). The Base Salary will be payable semi-monthly. (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their discretion determine that the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s employment will be pro-rated. (d) The Company will facilitate the Executive’s enrolment in the Company’s US insurance benefits plans, as amended from time to time. In all cases, eligibility to participate in the plans and to receive benefits under the plans will be subject to the terms and requirements of the plans themselves and/or the insurance provider. The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any of the insurance benefit plans or providers, however, if the Company is unable to maintain similar coverage as to the insurance benefits plans or the providers, then the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s share incentive plan, subject to the terms of the plan. (f) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his duties. The Executive will provide the Company with receipts supporting his claims for reimbursement.

REMUNERATION AND BENEFITS. The Company: (a) The Company will Will pay the Executive an annual salary of $325,000 205,000.00 (US Canadian funds), less required deductions ) (the “Base Salary”). The Base Salary will be payable semi-monthly. (b) The Base Salary will , which salary may be reviewed and revised on an annual basis. This ; PROVIDED HOWEVER that such review will may not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary.; (cb) The Will entitle the Executive will be eligible for an annual to a target cash bonus of up to 35 percent of the his Base Salary, if the Chief Executive Officer and the Board of Directors in their discretion determine that the Executive has achieved the performance such bonus to be determined against objectives to be agreed to between the Executive and the Company’s Chief Executive OfficerOfficer and approved by the Company’s Board of Directors. Any The said bonus payable during the first year of the Executive’s employment will be pro-rated. (d) The Company will facilitate rated based upon the Executive’s enrolment length of service during the year; (c) Will allow the Executive to enroll in the Company’s US insurance benefits planspackage, as amended from time to time. In all cases, eligibility Such benefits will be provided in accordance with the formal plan documents or policies and any issues with respect to participate in the plans and to receive entitlement or payment of benefits under the plans insurance benefits package will be subject to governed by the terms and requirements of the plans themselves and/or the insurance providersuch documents or policies. The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any unilaterally revise the terms of the insurance benefit plans or providers, however, if benefits package. If the Company is unable to maintain similar coverage as provide some or all of the standard benefits to the insurance benefits plans or the providersExecutive, then the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company.lieu thereof; (ed) The Will allow the Executive will to be eligible for participation in the Company’s share incentive plan, subject to the terms of the plan.; (fe) The Company will Will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his duties. The Executive will provide the Company with receipts supporting his claims claim for reimbursement; (f) Will provide the Executive with four weeks’ vacation each year, to be scheduled at times that are mutually acceptable to the Executive and the Company.

REMUNERATION AND BENEFITS. (a) The Company will pay the Executive an annual salary of $325,000 305,000 (US Canadian funds), less required deductions (the “Base Salary”). The Base Salary will be payable semi-monthly. (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 40 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their absolute discretion determine that the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s employment will be pro-rated. Payment of a bonus in any one year will not indicate the payment of a bonus in any other year. (d) The Company will facilitate the Executive’s enrolment in the Company’s US insurance benefits plans, as amended from time to time. In all cases, eligibility to participate in the plans and to receive benefits under the plans will be subject to the terms and requirements of the plans themselves and/or the insurance provider. The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any of the insurance benefit plans or providers, however, if the Company is unable to maintain similar coverage as to the insurance benefits plans or the providers, then the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s share incentive plan, subject to the terms of the plan. (f) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his duties. The Executive will provide the Company with receipts supporting his claims for reimbursement.

REMUNERATION AND BENEFITS. (a) The Company will pay the Executive an annual salary of $325,000 230,000.00 (US Canadian funds), less required deductions (the “Base Salary”). The Base Salary will be payable semi-monthly. (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their discretion determine that the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s employment will be pro-rated. (d) The Company will facilitate the Executive’s enrolment in the Company’s US insurance benefits plans, as amended from time to time. In all cases, eligibility to participate in the plans and to receive benefits under the plans will be subject to the terms and requirements of the plans themselves and/or the insurance providerprovider(s). The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any of the insurance benefit plans or providers, however, if . If as a result of such a change the Company is unable to maintain similar coverage as to the insurance benefits plans or the providerscoverage, then the Company will provide the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s share incentive plan, subject to the terms of the plan. (f) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his duties. The Executive will provide the Company with receipts supporting his claims for reimbursement.;

REMUNERATION AND BENEFITS. The Company: (a) The Company will pay the Executive an annual salary of $325,000 (US funds)as set out in Appendix “C” to this Agreement, less required such salary to be paid in twice monthly installments, in arrears, subject to the normal statutory deductions (the “Base SalaryWage”). The Base Salary will be payable semi-monthly.; (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their discretion determine that allow the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s employment will be pro-rated. (d) The Company will facilitate the Executive’s enrolment enroll in the Company’s US insurance benefits planspackage, as amended from time to time. In all cases, eligibility The benefits will be provided in accordance with the formal plan documents or policies and any issues with respect to participate in the plans and to receive entitlement or payment of benefits under the plans insurance benefits package will be subject to governed by the terms and requirements of the plans themselves and/or the insurance providersuch documents or policies. The Company is not responsible and the Executive will discuss the opportunity for life insurance consistent with other executives at the payment of benefits in any circumstanceCompany. Further, the The Company reserves the right to change any of the insurance benefit plans or providers, however, if the Company is unable to maintain similar coverage as to the insurance benefits plans or the providers, then the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s share incentive plan, subject to unilaterally revise the terms of the plan.insurance benefits package; (fc) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the his or her performance of his dutiesthe Services. The Executive will provide the Company with receipts supporting his claims or her claim for reimbursement; (d) will subject to the terms of the plans, allow the Executive to be eligible for participation in the Company’s share incentive plans; (e) will, subject to the terms of the plans, allow the Executive to be eligible for participation in the Company’s bonus plans; and (f) will provide the Executive with four weeks vacation each year, to be scheduled at a time that is mutually acceptable to the Executive and the Company. (g) will, within 1 week after the first public announcement of the Protiva Transaction, provide the Executive an option grant under the Company’s share incentive plan (the “Further Options”) to purchase 350,000 common shares of the Company. These Further Options will be priced in accordance with the Company’s Stock Option Plan and are subject to shareholder and regulatory approval. All 350,000 options will vest 1 year and 1 day after the Effective Date, provided only that the Executive is employed by the Company on that date. (h) will, on the date that is 1 year and 1 day after the Effective date, pay to the Executive a retention bonus in the amount of $125,000, provided only that the Executive is employed by the Company on that date.

REMUNERATION AND BENEFITS. (a) The Company will pay the Executive an annual salary of $325,000 160,000.00 (US Canadian funds), less required deductions (the “Base Salary”). The Base Salary will be payable semi-monthly. (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 20 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their discretion determine that the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s employment will be pro-rated. (d) The Company will facilitate the Executive’s enrolment in the Company’s US insurance benefits plans, as amended from time to time. In all cases, eligibility to participate in the plans and to receive benefits under the plans will be subject to the terms and requirements of the plans themselves and/or the insurance provider. The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any of the insurance benefit plans or providers, however, if the Company is unable to maintain similar coverage as to the insurance benefits plans or the providers, then the Executive will be provided with compensation to assist in securing his her own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s share incentive plan, subject to the terms of the plan. (f) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his her duties. The Executive will provide the Company with receipts supporting his her claims for reimbursement.

REMUNERATION AND BENEFITS. (a) The Company will pay the Executive an annual salary of $325,000 270,000 (US Canadian funds), less required deductions (the “"Base Salary”"). The Base Salary will be payable semi-monthly. (b) The Base Salary will be reviewed on an annual basis. This review will not result in a decrease in the Base Salary nor will it necessarily result in an increase to the Base Salary. (c) The Executive will be eligible for an annual cash bonus of up to 35 40 percent of the Base Salary, if the Chief Executive Officer and the Board of Directors in their absolute discretion determine that the Executive has achieved the performance objectives agreed to between the Executive and the Chief Executive Officer. Any bonus payable during the first year of the Executive’s 's employment will be pro-pro­ rated. Payment of a bonus in any one year will not indicate the payment of a bonus in any other year. (d) The Company will facilitate the Executive’s 's enrolment in the Company’s US 's insurance benefits plans, as amended from time to time. In all cases, eligibility to participate in the plans and to receive benefits under the plans will be subject to the terms and requirements of the plans themselves and/or the insurance provider. The Company is not responsible for the payment of benefits in any circumstance. Further, the Company reserves the right to change any of the insurance benefit plans or providers, however, if the Company is unable to maintain similar coverage as to the insurance benefits plans or the providers, then the Executive will be provided with compensation to assist in securing his own coverage, such compensation to be determined by the Company. (e) The Executive will be eligible for participation in the Company’s 's share incentive plan, subject to the terms of the plan. (f) The Company will reimburse the Executive for all reasonable expenses actually and properly incurred by the Executive in connection with the performance of his duties. The Executive will provide the Company with receipts supporting his claims for reimbursement.