This agreement (the "Agreement" ) between TIER TECHNOLOGIES INC., a California
corporation (the "Company" ) and Mr. Jeff McCandless (the "Employee" ), is entered into as of July 2, 2003
(the "Effective Date" ). Those capitalized terms used in this Agreement and not otherwise defined herein shall
have the meanings given to such terms in the Agreement
In consideration of the mutual benefits derived from this Agreement and of the agreements, covenants and
provisions hereof, the parties hereto agree as follows:
A. AT-WILL EMPLOYMENT. The Company employs Employee as of July 2, 2003 in the capacity of
Senior Vice President and Chief Financial Officer, reporting to Mr. James L. Bildner, Chairman and Chief
Executive Officer or his designee. Employee will be based at Company's offices in Walnut Creek, California.
Employee agrees to undertake such business travel as is customary to such position, and as shall from time to
time be requested of him by the Company. The parties agree that employment at the Company is at will and may
be terminated by either the Company or Employee at any time with or without cause and with or without notice.
Employee acknowledges that Employee has no right to be employed for a specific term and no right to insist on
specific grounds for termination. Employee acknowledges and agrees that the at will nature of this Agreement
extends to all employment decisions and that any change in the terms and conditions of employment, including
without limitation work assignments, production standards, job responsibilities, compensation and promotions,
shall be at the Company's sole discretion.
1. COMPENSATION AND BENEFITS
1.1 Base Salary. In consideration of and as compensation for the services to be performed by the
Employee hereunder, the Company shall pay the Employee a base salary (the "Base