Activision Blizzard (ATVI)

Morhaime Agreement

On December 1, 2007, Michael Morhaime entered into an employment agreement (the “Morhaime Agreement”) with Vivendi Games, pursuant to which, Mr. Morhaime will serve as President and Chief Executive Officer of Blizzard Entertainment, Inc. (“Blizzard”), effective as of July 9, 2008, and will report directly to the Company’s Chief Executive Officer.

The Morhaime Agreement became effective upon the completion of the Transactions.  The initial term of Morhaime Agreement will expire on July 9, 2013, unless terminated earlier in accordance with its terms.  Mr. Morhaime’s annual base salary will be $475,000 and such base salary will be increased by at least 5% on March 1, 2009 and annually on such date in subsequent years in accordance with the terms of the Morhaime Agreement.  Mr. Morhaime will be eligible to receive an annual bonus with a target amount of 75% of his base salary, based upon achievement of certain financial and business objectives, with a guaranteed minimum annual bonus of 37.5% of his base salary.  Mr. Morhaime will further be eligible for a target holiday bonus of 50% of his base salary, with a guaranteed minimum holiday bonus of 25% of his base salary, and participation in the profit-sharing plan operated by Blizzard.   Additionally, on July 9, 2008, Mr. Morhaime received a one-time grant of non-qualified options under the 2007 Plan to purchase 300,000 shares of the Company’s common stock and is eligible for continuing participation in the 2007 Plan.  In addition, commencing in 2009, during each year Mr. Morhaime remains employed by the Company, the Company has agreed to recommend to the compensation committee of the board of directors that Mr. Morhaime be granted an option to purchase 100,000 shares of the Company’s common stock, at the same time regular annual equity grants are made to other senior executive officers of the Company.  Mr. Morhaime is also be eligible to participate in all benefit and perquisite plans, programs, and arrangements generally made available to the Company’s executives.  The Morhaime Agreement also entitles Mr. Morhaime to received certain severance benefits upon termination of his employment without cause or for good reason prior to expiration of the term of the Morhaime Agreement.