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•	$465,000 annual base salary;

•	Upon the achievement of target-level performance, an annual bonus of eighty-five percent (85%) of his annual base salary, or $395,250 (annualized), which will be paid on a pro-rata basis for the 2018 performance period;

•	Participation in the 2018 performance period grant pursuant to the Company's 2014 Long-Term Compensation Plan, prorated based on the anticipated start date, with a value of $186,000 based on the closing price of our stock on the last trading day prior to the date of the grant;

•	Beginning in 2019, eligible for annual equity incentive grants pursuant to the Company’s 2014 Long-Term Incentive Compensation Plan, with a target grant date value of one hundred twenty percent (120%) of his annual base salary, or $558,000;

•	A one-time grant of restricted common stock to be made when Mr. Valentine commences employment with the Company, in an amount of shares equal to $350,000 divided by the closing price of our stock on the last trading day prior to the date of grant, vesting over a three year period, in consideration of equity compensation lost from his prior employment;

•	All of the Company’s benefit plans or arrangements in effect from time to time with respect generally to senior executives, including the Change in Control and Severance Agreement; and

•	Reasonable relocation expenses incurred for sale of current home, purchase of new home and travel expenses in accordance with The Company’s relocation program applicable to the Company’s senior executives;

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