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DESCRIPTION OF THE MATERIAL TERMS
OF
THE LOCAL.COM CORPORATION BONUS PROGRAM
AS OF JULY 29, 2009
The Local.com
Corporation Bonus Program (the “Bonus Program”)
provides for the payment of cash bonuses to employees of Local.com
Corporation (the “Company”) and its subsidiaries,
including the Company’s currently employed named executive
officers (the “NEOs,” as named in the Company’s
2009 proxy statement and anticipated to be named in the 2010 proxy
statement). On July 29, 2009, the Nominating, Compensation and
Corporate Governance Committee of the Company’s Board of
Directors (the “NCCG Committee”) determined to amend
the Bonus Program, as outlined below.
The Bonus
Program for NEOs is predicated in part on (i) meeting or
exceeding a Financial Performance Goal (the “FPG”)
based on Revenue and Adjusted Net Income (Loss) targets and in part
on (ii) meeting or exceeding certain Personal Performance
Goals as approved by the NCCG Committee (the “PPG”).
Adjusted Net Income (Loss) is defined by the Company as net income
(loss) excluding: provision for income taxes; interest and
other income (expense), net; depreciation; amortization; stock
based compensation charges and non-recurring items.
Each NEO has
been assigned a bonus target equal to a percentage of their base
salary, as outlined in their respective employment agreements with
the Compa
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