This Employment Agreement (the “Agreement”) is made and entered into effective as of the 3rd
day of April 2007 by and between United Online, Inc., a Delaware corporation (the “Company”), with principal
corporate offices at 21301 Burbank Boulevard, Woodland Hills, California 91367, and Mark R. Goldston,
whose address is 21301 Burbank Boulevard, Woodland Hills California 91367 (“Employee”).
WHEREAS, Employee had previously entered into an employment agreement (the “Prior
Agreement”) effective March 20, 1999, with NetZero, Inc., a wholly-owned subsidiary of the Company; and
WHEREAS, the Prior Agreement was amended in July 1999, February 9, 2001, October 1,
2003, and January 27, 2004,
WHEREAS, Employee and the Company have terminated the Prior Agreement.
NOW THEREFORE, in consideration of the mutual covenants contained herein and other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
agree as follows:
1.1 The Company hereby agrees to employ Employee, and Employee hereby accepts
such employment, on the terms and conditions set forth herein, commencing the date hereof and continuing
through March 1, 2011 (the “Term”), unless terminated earlier as provided in Section 4 below. Employee’s
place of employment shall be the in the greater Los Angeles metropolitan area.
2. DUTIES OF EMPLOYEE
2.1 Employee shall serve as the Chief Executive Officer and Chairman of the Company.
In this capacity, Employee shall perform such customary, appropriate and reasonable executive duties as are
usually performed by the Chief Executive Officer and Chairman, including such duties as are delegated to him
from time to time by the Board of Directors of the Company or a committee thereof (the “Board”). Employee
shall report directly to the Company’s Board.
2.2 Employee agrees to devote Emplo