LeapFrog 2006 Annual Report Download - page 160

officers is accordingly reduced, (d) any material reduction in the aggregate level of benefits to which he is
entitled under his employment agreement unless a similar reduction is made for our other senior level executive
officers, (e) relocation of his place of work to any place more than 25 miles from the current corporate
headquarters, (f) a change in his reporting requirements, unless if as a result of a merger into a larger entity, or
(g) a material breach by us of his employment agreement.
Release
Mr. Dodd is required to execute a release prior to receiving any of the foregoing benefits.
Thomas J. Kalinske
Termination Payments
On December 31, 2006, we entered into an Amendment to Employment Agreement with Thomas J.
Kalinske, our Vice Chairman, pursuant to which his employment with us terminated effective December 31,
2006. In connection with his termination, we agreed to provide (a) payments of $46,875 per month from
January 1 through June 30, 2007 and $50,500 per month from July 1, 2007 through April 28, 2008 on our
customary payroll dates, which has an aggregate value of $786,250 and (b) reimbursement of health insurance
benefits for him and his dependents until the earlier of April 28, 2008 and the date on which Mr. Kalinske
becomes eligible for group health insurance benefits from a subsequent employer, which has a value of up to
$18,661. Mr. Kalinske also received his guaranteed bonus for 2006, in the amount of $67,500. Mr. Kalinske will
continue as a member of our board of directors, his stock options will continue to vest, and he will have
continued use of his office space through February 28, 2008.
Non-Solicitation, Non-Competition, Non-Interference, Release
Mr. Kalinske agreed to refrain from engaging in certain activities that are competitive with our business for
a period of one year after the termination of his employment. In addition, Mr. Kalinske is subject to a
non-solicitation provision and a non-interference provision for one year after the termination of his employment.
Mr. Kalinske was required to execute a release prior to receiving his severance benefits.
Timothy M. Bender
Termination Payments
On December 31, 2006, we entered into a transition and separation agreement with Timothy M. Bender, the
former President of our Global Consumer Group, pursuant to which Mr. Bender’s employment with us
terminated effective December 31, 2006. In connection with his termination, we agreed to provide (a) a lump
sum severance payment of $48,700, (b) reimbursement of health insurance benefits until the earlier of April 30,
2007 and the date on which Mr. Bender becomes eligible for group health insurance benefits from a subsequent
employer, which has a value of up to $3,661 and (c) accelerated payment of Mr. Bender’s final bonus in the
amount of $130,000.
Non-Solicitation
Mr. Bender is subject to a non-solicitation provision for one year after the termination of his employment.
Jerome Perez
Termination Payments
On February 16, 2006, we entered into a separation and consulting agreement with Jerome Perez, our former
President and member of our board of directors, pursuant to which Mr. Perez resigned for good reason effective
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