Classmates.com 2010 Annual Report Download - page 221

UNITED ONLINE, INC. SEVERANCE BENEFIT PLAN
AND
SUMMARY PLAN DESCRIPTION
I. INTRODUCTION
United Online, Inc. (the “ Company ”) grants severance pay to terminated full-time employees only under limited circumstances. The Company
retains the right to amend, modify or terminate its severance pay policy at any time, in whole or part, and to determine employee eligibility for
severance pay and the amount of severance pay at its sole discretion; provided, however, that this Plan may not be amended, modified or
terminated within eighteen (18) months following the consummation of a Transaction (as defined below) with respect to eligible employees as of
the closing of that Transaction.
This Plan shall only apply to the Company and the subsidiaries of the Company listed in attached Schedule A . The Plan shall not apply to any
other subsidiary, parent or affiliated company unless the Chief Executive Officer of the Company so extends the application of this Plan in a
written addendum to attached Schedule A . This Plan shall not apply to any subsidiary listed in attached Schedule A following the time such
subsidiary ceases to be a direct or indirect subsidiary of the Company.
This Severance Benefit Plan (the “ Plan ”) supersedes all obligations, agreements or policies regarding severance pay, except such terms as are
set forth in a written agreement signed by an authorized officer of the Company or one of its subsidiaries and in effect at the time of the
applicable termination of employment. This Plan supplements any such written agreements to provide all terms that are not otherwise expressly
incorporated into those written agreements. The purpose of severance pay is to provide economic help to compensate for periods of
unemployment due to job loss as provided herein.
This Plan is designed to be an “employee welfare benefit plan,” as defined in Section 3(1) of the Employee Retirement Income Security Act of
1974, as amended (“ ERISA ”) and to meet the descriptive requirements of a plan constituting a “severance pay plan” within the meaning of the
regulations published by the Secretary of Labor at Title 29, Code of Federal Regulations , section 2510.3-2(b). This document shall also serve
as a Summary Plan Description. Accordingly, the benefits paid by the Plan are not deferred compensation and no employee shall have a vested
right to such benefits.
II. DEFINITIONS
For purposes of this Plan, the following definitions shall be in effect:
“ base pay ” means: (a) in the case of a Layoff Termination (as defined herein): (i) if you are a salaried employee, your set weekly
salary (“ Weekly Salary ”) in effect as of your termination date or (ii) if you are an employee paid on an hourly basis, your base hourly rate
times 40 for a work week (“ Weekly Rate ”); or (b) in the case of an Involuntary Termination (as defined herein): the greater of (i) your
highest Weekly Salary or Weekly Rate, as applicable, at any time during the Transaction Protection Period (as defined herein), and (ii) your
Weekly Salary or Weekly Rate, as applicable, at the time you received your notice of termination. Base pay does not include any variable
forms of compensation such as, but not limited to, overtime, shift differentials, bonuses, incentive compensation, commissions, expenses or
expense allowances.
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