Effective as of December 15, 2016, Paul Dailey was promoted by
the Board of Directors (the “Board”) of Evans Sutherland
Computer Corporation (the “Company”) to serve as the Company’s
Executive Vice President and Chief Financial Officer
(“EVP-CFO”). Mr. Dailey previously served as the Company’s
Chief Financial Officer. In connection with such promotion, Mr.
Dailey and the Company entered into an employment (the “Dailey
Agreement”) specifying the terms of his employment with the
Company, which agreement superseded in its entirety Mr. Dailey’s
prior employment agreement with the Company. to the Dailey
Agreement, Mr. Dailey will receive an annual base salary of
$280,000 and be eligible to receive certain performance-based
compensation under the Company’s Management Incentive Plan based
upon the Company’s and Mr. Dailey’s achievement of various
financial goals established and approved annually by the
Compensation Committee of the Board. In addition, Mr. Dailey was
granted stock options to purchase up to 60,000 shares of the
Company’s common stock. to the terms of the Company’s 2014
Equity Incentive Plan (the “Equity Plan”), the options vest in
five (5) equal annual installments beginning January 1, 2017;
provided that any unvested options immediately vest upon a Change
of Control (as defined in the Equity Plan). Mr. Dailey is also
entitled on the same basis as other similarly-situated employees
of the Company, to participate in and to receive benefits under
any applicable benefit plans, as well as under the Company’s
business expense reimbursement and other policies. The Dailey
Agreement also provides that, subject to the execution of a
general release in the form attached to the Dailey Agreement, if
Mr. Dailey’s employment with the Company is terminated (a) by
Mr. Dailey for good reason, or (b) by the Company without cause
or as a result of death or disability, Mr. Dailey will be
entitled to receive severance payments equal to 135% of his base
salary at the time of such termination, less applicable
withholding, payable over a period of 12 months after the date of
Mr. Dailey’s separation from the Company, and during such 12
month severance period or until he obtains similar coverage from
a subsequent employer (if earlier), the Company will pay the
premiums to continue Mr. Dailey’s group health insurance
coverage under COBRA, to the extent Mr. Dailey is eligible for
such coverage and has elected continuation coverage under the
applicable rules. Mr. Dailey will also be entitled to receive the
foregoing severance payment and benefit in the event his
employment with the Company is terminated by the Company or its
successor without cause within 12 months following a Change of
Control; except that the severance payment and benefit will be
made in a single lump sum upon execution and non-revocation of
the form of release attached to the Dailey Agreement.

In connection with his appointment, Mr. Dailey also entered into
the Company’s standard Indemnification Agreement for its
directors and officers.

The foregoing summary of the terms and conditions of the Dailey
Agreement does not purport to be complete, and is qualified in
its entirety by reference to the full text of the Dailey
Agreement, which is attached hereto as Exhibits 10.1 and
incorporated herein by reference.