Enom 2011 Annual Report Download - page 116

Exhibit 10.30
EXECUTIVE SEPARATION AGREEMENT
This Separation Agreement, dated as of January 27, 2012 (the “Agreement”) is made by and among Demand
Media, Inc., a Delaware corporation (the “Company”) and Larry Fitzgibbon (“Executive”) and sets forth the substance of
the agreement between you and the Company regarding your separation of employment, which will be effective January
30, 2012 (“Separation Date”). For the avoidance of doubt, we agree that this Agreement shall document a mutual
resignation of your employment with the Company and is entered into with reference to that certain Employment
Agreement between you and the Company dated October 2, 2010 (“Employment Agreement”).
1. Separation; Cooperation; Resignation of Offices . You will cease to be an employee of the Company
and all of its subsidiaries and affiliates, as applicable, effective as of the Separation Date. You agree that, following the
Separation Date, you will use commercially reasonable efforts to cooperate with the Company, subject to your availability
with prior notice, as may be reasonably requested by the Company, from time to time, to consult, advise and provide
relevant input with respect to (i) the Company’s current year-end audit process, (ii) any internal investigation or
administrative, regulatory or judicial proceeding involving matters that were within the scope of your duties and
responsibilities to the Company and its affiliates during your employment with the Company, and (iii) the transition of
your job duties and responsibilities.
2. Confidentiality Agreement. You hereby acknowledge and agree that you have previously executed and
continue to remain bound and abide by the terms and conditions of that certain Confidential Information and Development
Agreement between you and the Company dated April 21, 2006 (the “ Confidentiality Agreement”) after the Separation
Date, including, without limitation, the non-solicitation, confidentiality and development obligations thereof. You hereby
resign as an officer and board member, as applicable, of the Company and any other affiliated entity of the Company to
which you have been appointed as of the Separation Date, and you hereby agree to cooperate with the Company to carry
out such resignations, including execution and delivery of customary documentation intended to effect the foregoing,
subject to Executive’s prior review and approval.
3. Accrued Salary . On the Separation Date, the Company will pay you all accrued and unpaid base salary to
the extent not paid prior to the Separation Date, subject to standard payroll deductions and applicable tax withholding
requirements. You are entitled to these payments regardless of whether or not you sign the General Release (as defined
below).
4. Severance Benefits. As full consideration for your obligations and covenants under this Agreement and in
full satisfaction of any and all amounts that may be owed to you under your Employment Agreement, if any, subject to
and conditioned upon your timely execution on or after the Separation Date of a general release and waiver of claims in
the form attached hereto as Exhibit A (the “ General Release”), and further subject to your non-revocation thereof, the
Company will pay or provide to you (immediately following the expiration of the applicable revocation period contained
therein) the following payments and benefits:
a. Subsidized COBRA Premiums. Subject to and conditioned upon your valid and timely election to receive
continuation benefits under Section 4980B of the Code, as amended (“COBRA”) (as described in Section
5 below), for a period of twelve (12) months following the Separation Date or, if earlier, until you become
eligible for health benefits under the plan