0001193125-04-045746 Sample Contracts

SEPERATION AGREEMENT
Separation Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

This SEPERATION AGREEMENT (this “Agreement”) is made and entered into as of May 23, 2003 by and between Captaris, Inc. (herein “Company”) and Jeffrey B. deCillia (herein “Executive”).

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RESIGNATION AND RELEASE AGREEMENT
Resignation and Release Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

This Resignation and Release Agreement (“Agreement”) is entered into by and between Captaris, Inc. (“Captaris”) and Jeffrey B. deCillia (“Executive”) to set forth the terms and conditions of Executive’s separation from Captaris. In exchange for the benefits, that Executive acknowledges are over and above that to which he would otherwise be entitled, Executive agrees to execute this Agreement which includes a full release of all known and unknown claims.

SECOND EXTENSION AGREEMENT
Extension Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

This SECOND EXTENSION AGREEMENT (this “Agreement”) is made and entered into as of June 27, 2003 by and between Captaris, Inc. (herein “Company”) and Jeffrey B. deCillia (herein “Executive”).

EXTENSION AGREEMENT
Extension Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

This EXTENSION AGREEMENT (this “Agreement”) is made and entered into as of June 27, 2003 by and between Captaris, Inc. (herein “Company”) and Jeffrey B. deCillia (herein “Executive”).

LOGO OF CAPTARIS]
Employment Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

As President and Chief Executive Officer, you entered into an employment agreement with Captaris, Inc. (“Captaris”), dated October 26, 2000 (the “Agreement”). Pursuant to the terms and conditions of Section 4.2 of the Agreement, you are entitled to receive, in addition to your annual base salary, two types of annual bonuses, as follows: (A) an annual bonus targeted at an amount aggregating 25% of your annual base salary for achievement of specified objectives for each year (the “Objective Bonus”) and (B) an additional annual bonus up to 25% of your annual base salary under the Captaris Management Incentive Compensation Plan (the “MIP Bonus”). Under Section 4.2 of the Agreement, your total annual bonus target is determined by the Board of Directors of Captaris, but may not be less than $150,000.

EXTENSION AGREEMENT
Extension Agreement • March 19th, 2004 • Captaris Inc • Services-prepackaged software

This EXTENSION AGREEMENT (this “Agreement”) is made and entered into as of May 23, 2003 by and between Captaris, Inc. (herein “Company”) and Jeffrey B. deCillia (herein “Executive”).

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