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Re: 2020 post# 22838

Monday, 03/29/2010 8:12:34 PM

Monday, March 29, 2010 8:12:34 PM

Post# of 92948
Does all the following seem in line with other stem cell companies,
you know, the ones that have a sp 50-70 times higher and 10 times less shares?..lol Maybe you and others can justify it, I can't.

Caldwell: For year 2010

$480K salary per year

$100K Retention Bonus

80MM+ shares(for whatever reason?)

Stock options? who knows

If we close year end at 15 cents/share he receives another $480K
or
If we close year end at 20 cents/share or higher he receives another $960K

In addition, at the first meeting of the Board following the Commencement Date of this agreement, Company will recommend to the Board that the Company grant to Executive options (the "Initial Options") to purchase an additional 100% of the existing aggregated employee options that were previously or are currently awarded to Executive under the Company’s 2005 Stock Option Plan (the “Plan”).

(b)Executive shall also be eligible for subsequent grants of stock options during the term of this Agreement as determined by the Board in its sole discretion under the Plan

The Company shall pay all unreimbursed out-of-pocket costs associated with an annual physical examination of Executive, such amount not to exceed $3,000 per year.

5.6 Executive shall be reimbursed for his legal fees incurred in connection with negotiating and drafting this Agreement up to a maximum of $10,000.

5.7 Company will reimburse Executive for the requisite annual premiums for a policy of 25-year level-premium term life insurance coverage in the amount of Three Million Dollars ($3,000,000) for Executive (with Executive designating the beneficiary of such life insurance). Executive will submit an invoice to Company for reimbursement of the annual premiums.

6. Automobile. The Company shall provide Executive a car allowance of $600 per month, payable on the Commencement Date and on the 1st day of each calendar month thereafter. In addition, the Company shall reimburse Executive for reasonable actual expenses incurred (including, without limitation, gas, scheduled and unscheduled maintenance and repairs, insurance, registration fees and taxes) in operating the vehicle used for business purposes subject to the provisions of paragraph 8.

7. Vacation. Executive shall be entitled to six (6) weeks annual paid vacation in accordance with the Company’s policy, in addition to holidays and other paid time off (excluding vacation) provided to similarly situated executive officers of the Company. The maximum amount of accrued vacation to which Executive may be entitled at any time is twelve (12) weeks.

Business Expenses. During such time as Executive is rendering services hereunder, Executive shall be entitled to incur and be reimbursed by the Company for all reasonable business expenses, including but not limited to, at least business class airfare while traveling at least 1,000 miles from Executive's home city (at least coach class for travel under 1,000 miles), first class hotel accommodations, ground transportation while traveling, reasonable meals or an agreed upon per diem while traveling, mobile telephone and text messaging charges




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