Common use of Sale Bonus Clause in Contracts

Sale Bonus. If, during the period of employment while you are the President & Managing Director – International Division and Vice Chairman of the Board of Holding and RP Corp and in all cases on or before the date that is thirty six (36) months after the effective date of this Second Amendment, Francisco Partners (which term includes its affiliated funds for purposes of this Clause 4) sells (other than to one of its affiliates or a fund managed by it or one of its affiliates) all or any portion of its interest in Holding, the Company will pay Executive a sale bonus as follows: (1) if 100% of Francisco Partners’ equity interests in Holding are so sold, the sale bonus shall the amount of the Bonus Opportunity (determined as set forth below), and (2) if less than 100% of Francisco Partners’ equity interests in Holding are so sold, the sale bonus shall equal the amount of the Bonus Opportunity (determined as set forth below) multiplied by the percentage of Francisco Partners’ equity interests in Holding that are so sold. For purposes of these calculations, the percentage of Francisco Partners’ equity interests in Holding that are sold shall be determined with reference to Francisco Partners’ equity interests in Holding as of the effective date of this Second Amendment (such that if Francisco Partners’ sells 50% of its equity interests in Holding in one transaction, and then sells the remaining 50% of its equity interests in Holding in a second transaction, the portion of Francisco Partners’ equity interests sold in the second transaction shall be 50% for purposes of this calculation even though, at the time of the second sale after giving effect to the first sale, the percentage of such interests sold in the second sale constituted all of such interests outstanding immediately prior to the second sale). Any sale bonus due to Executive pursuant to this Clause 4 with respect to any sale of equity interests by Francisco Partners shall be paid no later than two and one-half months after such sale. The amount of the Bonus Opportunity for purposes of this Clause 4 is determined with reference to whether the value of the entire Holding on a consolidated basis as of the Grant Date, as determined by the Board for purposes of establishing the per share exercise price of the Option (the “Enterprise Value”), is more than FOUR HUNDRED AND SEVENTY FIVE MILLION DOLLARS ($475,000,000) as follows: (a) if the Enterprise Value as of the Grant Date is less than or equal to $475,000,000, then the amount of such Bonus Opportunity is FIVE HUNDRED THOUSAND DOLLARS ($500,000); or (b) if the Enterprise Value as of the Grant Date is more than $475,000,000, then the amount of such Bonus Opportunity equals the sum of (x) FIVE HUNDRED THOUSAND DOLLARS ($500,000) plus (y) one percent (1%) of the dollar amount by which the Enterprise Value as of the Grant Date exceeds $475,000,000.

Sale Bonus. If, during the period of employment while you are the President & Managing Director – International Division and Vice Chairman of the Board of Holding and RP Corp and in all cases on or before the date that is thirty six (36) months after the effective date of this Second Amendment, Francisco Partners (which term includes its affiliated funds for purposes of this Clause 4) sells (other than to one of its affiliates or a fund managed by it or one of its affiliates) all or any portion of its interest in Holding, the Company will pay Executive a sale bonus as follows: (1) if 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall be equal to SIX HUNDRED THIRTY-SEVEN THOUSAND EIGHT HUNCRED TWENTY-ONE US DOLLARS (US$637,821) (the amount of the “Bonus Opportunity (determined as set forth belowAmount”), and (2) if less than 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall be equal the amount of to the Bonus Opportunity (determined as set forth below) Amount multiplied by the percentage of Francisco Partners’ equity interests in Holding Holdings that are so sold. For purposes of these calculations, the percentage of Francisco Partners’ equity interests in Holding Holdings that are sold shall be determined with reference to Francisco Partners’ equity interests in Holding Holdings as of the effective date of this Second Amendment Effective Date (such that if Francisco Partners’ sells 50% of its equity interests in Holding Holdings in one transaction, . and then sells the remaining 50% of its equity interests in Holding Holdings in a second transaction, the portion of Francisco Partners’ equity interests sold in the second transaction shall be 50% for purposes of this calculation even though, at the time of the second sale after giving effect to the first sale, the percentage of such interests sold in the second sale constituted all of such interests outstanding immediately prior to the second sale). Any sale bonus due to Executive pursuant to this Clause 4 with respect to any sale of equity interests by Francisco Partners shall be paid no later than two and one-half months after such sale. The amount Each of the Bonus Opportunity parties (i) acknowledges that, for purposes of this Clause 4 is determined with reference to whether the value of the entire Holding on a consolidated basis as of the Grant Date, as determined by the Board for purposes of establishing determining the per share exercise price of the Option granted in accordance with clause 3, the Board of Holding determined that the value of Holding on a consolidated basis (the “Enterprise Value”), is more ) was greater than FOUR HUNDRED AND SEVENTY FIVE MILLION US DOLLARS ($475,000,000) as follows: (a) if the Enterprise Value as of the Grant Date and (ii) agrees that based on that Enterprise Value, the Bonus Opportunity Amount is less than or equal to $475,000,000, then the amount of such Bonus Opportunity is FIVE SIX HUNDRED THIRTY-SEVEN THOUSAND EIGHT HUNDRED TWENTY-ONE US DOLLARS ($500,000US$637,821); or (b) if the Enterprise Value as of the Grant Date is more than $475,000,000, then the amount of such Bonus Opportunity equals the sum of (x) FIVE HUNDRED THOUSAND DOLLARS ($500,000) plus (y) one percent (1%) of the dollar amount by which the Enterprise Value as of the Grant Date exceeds $475,000,000.”

Sale Bonus. If, during the period Period of employment Employment while you are the President & Managing Director – International Division and Vice Chairman Chief Executive Officer of the Board of Holding and RP Corp Company and in all cases on or before the date that is thirty six (36) months after the effective date of this Second AmendmentEffective Date, Francisco Partners (which term includes its affiliated funds for purposes of this Clause 4Section 3.4) sells (other than to one of its affiliates or a fund managed by it or one of its affiliates) all or any portion of its interest in Holding, the Company will pay Executive a sale bonus as follows: (1) if 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall the amount of the Bonus Opportunity (determined as set forth below), and (2) if less than 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall equal the amount of the Bonus Opportunity (determined as set forth below) multiplied by the percentage of Francisco Partners’ equity interests in Holding Holdings that are so sold. For purposes of these calculations, the percentage of Francisco Partners’ equity interests in Holding Holdings that are sold shall be determined with reference to Francisco Partners’ equity interests in Holding Holdings as of the effective date of this Second Amendment Effective Date (such that if Francisco Partners’ sells 50% of its equity interests in Holding Holdings in one transaction, and then sells the remaining 50% of its equity interests in Holding Holdings in a second transaction, the portion of Francisco Partners’ equity interests sold in the second transaction shall be 50% for purposes of this calculation even though, at the time of the second sale after giving effect to the first sale, the percentage of such interests sold in the second sale constituted all of such interests outstanding immediately prior to the second sale). Any sale bonus due to Executive pursuant to this Clause 4 Section 3.4 with respect to any sale of equity interests by Francisco Partners shall be paid no later than two and one-half months after such sale. The amount of the Bonus Opportunity for purposes of this Clause 4 Section 3.4 is determined with reference to whether the value of the entire Holding Company on a consolidated basis as of the Grant Date, as determined by the Board for purposes of establishing the per share exercise price of the Option (the “Enterprise Value”), is more than FOUR HUNDRED AND SEVENTY FIVE MILLION DOLLARS ($475,000,000) as follows: (a) if the Enterprise Value as of the Grant Date is less than or equal to $475,000,000, then the amount of such Bonus Opportunity is FIVE HUNDRED THOUSAND ONE MILLION DOLLARS ($500,0001,000,000); or (b) if the Enterprise Value as of the Grant Date is more than $475,000,000, then the amount of such Bonus Opportunity equals the sum of (x) FIVE HUNDRED THOUSAND ONE MILLION DOLLARS ($500,0001,000,000) plus (y) one percent (1%) of the dollar amount by which the Enterprise Value as of the Grant Date exceeds $475,000,000.

Sale Bonus. If, during the period Period of employment Employment while you are the President & Managing Director – International Division and Vice Chairman Chief Executive Officer of the Board of Holding and RP Corp Company and in all cases on or before the date that is thirty six (36) months after the effective date of this Second AmendmentEffective Date, Francisco Partners (which term includes its affiliated funds for purposes of this Clause 4Section 3.4) sells (other than to one of its affiliates or a fund managed by it or one of its affiliates) all or any portion of its interest in Holding, the Company will pay Executive a sale bonus as follows: (1) if 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall be equal to ONE MILLION ONE HUNDRED THIRTY SEVEN THOUSAND EIGHT HUNDRED TWENTY-ONE DOLLARS ($1,137,821) (the amount of the “Bonus Opportunity (determined as set forth belowAmount”), and (2) if less than 100% of Francisco Partners’ equity interests in Holding Holdings are so sold, the sale bonus shall be equal the amount of to the Bonus Opportunity (determined as set forth below) Amount multiplied by the percentage of Francisco Partners’ equity interests in Holding Holdings that are so sold. For purposes of these calculations, the percentage of Francisco Partners’ equity interests in Holding Holdings that are sold shall be determined with reference to Francisco Partners’ equity interests in Holding Holdings as of the effective date of this Second Amendment Effective Date (such that if Francisco Partners’ sells 50% of its equity interests in Holding Holdings in one transaction, and then sells the remaining 50% of its equity interests in Holding Holdings in a second transaction, the portion of Francisco Partners’ equity interests sold in the second transaction shall be 50% for purposes of this calculation even though, at the time of the second sale after giving effect to the first sale, the percentage of such interests sold in the second sale constituted all of such interests outstanding immediately prior to the second sale). Any sale bonus due to Executive pursuant to this Clause 4 Section 3.4 with respect to any sale of equity interests by Francisco Partners shall be paid no later than two and one-half months after such sale. The amount Each of the Bonus Opportunity parties hereto (i) acknowledges that, for purposes of this Clause 4 is determined with reference to whether the value of the entire Holding on a consolidated basis as of the Grant Date, as determined by the Board for purposes of establishing determining the per share exercise price of the Option granted in accordance with Section 3.3, the Board determined that the value of Holding on a consolidated basis (the “Enterprise Value”), is more ) was greater than FOUR HUNDRED AND SEVENTY FIVE MILLION DOLLARS ($475,000,000) as follows: (a) if the Enterprise Value as of the Grant Date Date, and (ii) agrees that based on that Enterprise Value, the Bonus Opportunity Amount is less than or equal to $475,000,000, then the amount of such Bonus Opportunity is FIVE ONE MILLION ONE HUNDRED THIRTY SEVEN THOUSAND EIGHT HUNDRED TWENTY-ONE DOLLARS ($500,0001,137,821); or (b) if the Enterprise Value as of the Grant Date is more than $475,000,000, then the amount of such Bonus Opportunity equals the sum of (x) FIVE HUNDRED THOUSAND DOLLARS ($500,000) plus (y) one percent (1%) of the dollar amount by which the Enterprise Value as of the Grant Date exceeds $475,000,000.”