While it "may appear that Cliff was promised his bonus before the separation agreement with Goerner", it was in fact based on his Terms of Employment, a point you may have missed when highlighting the relevant section.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective October 5, 2009, Mr. Goerner was relieved from his position as Chief Executive Officer and President of the Company by the Board of Directors and his Employment Agreement was terminated. On the same date, the Company’s Board of Directors also relieved Paul Bibeau from his position as the Company’s Vice President of Business Development.
No material early termination penalties were incurred by the Company in connection with the termination of the Employment Agreement. The Company is now working with Mr. Goerner to attempt to finalize the terms of Mr. Goerner's departure.
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Be well
