Juno 2013 Annual Report Download - page 295

IN WITNESS WHEREOF, and intending to be legally bound hereby, the Parties hereby execute this Agreement as of the first date set forth below.
CHARLES B. AMMANN
DATED: December 11, 2013 /s/ Charles B. Ammann
UNITED ONLINE, INC.
DATED: December 11, 2013 By: /s/ Francis Lobo
Name: Francis Lobo
Title: President and Chief Executive Officer
EXHIBIT A
CONSULTING AGREEMENT
This Consulting Agreement (this “ Agreement”), is made and entered into as of December 11, 2013, by and between United Online, Inc., a Delaware
corporation (the “Company”), and Charles B. Ammann (“Consultant”).
RECITALS
WHEREAS, Consultant has served as the Executive Vice President, General Counsel and Secretary of the Company;
WHEREAS, Consultant’s employment is terminating as of January 1, 2014 (the “ Effective Date”); and
WHEREAS, the Company desires to retain the services of Consultant following the Effective Date, subject to the terms and provisions of this
Agreement.
NOW, THEREFORE, in consideration of the above recitals and for and in consideration of the mutual promises set forth below, the receipt and
sufficiency of which are hereby acknowledged, the parties agree as follows:
1. Consulting Period. The Company hereby engages Consultant as a consultant, subject to the terms and provisions of this Agreement, for
the period commencing from the Effective Date and ending on June 30, 2014; provided, however, that the Company may request Consultant to extend such
period through a date no later than September 30, 2014 and Consultant will reasonably consider such request in return for agreed-upon compensation (such
consulting period, as it may be extended by mutual agreement of the parties pursuant to the terms of this Section 1, the “Consulting Period”).
Notwithstanding the foregoing, the Consulting Period shall be subject to earlier termination pursuant to Sections 3 and 6 hereof.
2. Consulting Services. Consultant shall render consulting and advisory services (the “Consulting Services”) as follows: (a) from the
Effective Date through March 31, 2014, Consultant shall (i) cooperate and provide his assistance in effectuating a smooth transition of his duties and
responsibilities to his successor (or other person or persons as may be requested by the Chief Executive Officer of the Company) by providing advice and
assistance as to general transitional legal matters; and (ii) provide advice and assistance with respect to the Multistate Investigation (as defined below); and (b)
from April 1, 2014 through June 30, 2014, or such later date as the Consulting Period may end pursuant to the terms of Section 1 hereof, provide advice and
assistance with respect to the Multistate Investigation. During the Consulting Period, Consultant shall devote his efforts and attention to the business of the
Company on an as needed basis as reasonably requested by the Company, with such services not to exceed thirty-two (32) hours monthly, and not to exceed
two (2) hours per day unless there has been prior written notice to and written agreement from Consultant (which written and notice and agreement may be
conducted via email correspondence). The parties acknowledge that the level of services which are required under the Consulting Agreement are such that the
date of Executive’s “separation