CEO Executive Retention Bonus Award Letter

EX-10.14 7 d52480exv10w14.htm CEO EXECUTIVE RETENTION BONUS AWARD LETTER exv10w14
 

  Exhibit 10.14
November 17, 2006
Pervez Qureshi
1584 Cielo Court
Livermore, CA 94550
Dear Mr. Qureshi:
     Activant Group Inc., a Delaware corporation (“Activant”), is pleased to inform you that you are eligible to receive a retention bonus of $758,333.45 (the “Bonus”), payable in five equal annual installments, as provided below, as a reward for your continued employment with Activant or one of its subsidiaries:
     
Date of Bonus Payment   Amount of Bonus
September 30, 2007   20%
September 30, 2008   20%
September 30, 2009   20%
September 30, 2010   20%
September 30, 2011   20%
Notwithstanding the foregoing, (i) in the event of the consummation of a Change in Control (as defined in the Amended and Restated Activant Group Inc. 2006 Stock Incentive Plan) of Activant, all annual installments set forth above not previously paid shall become immediately due and payable upon such consummation, subject to the following paragraph of this letter, and (ii) in the event your employment is terminated by Activant without Cause (as defined in the Employment Agreement, dated as of May 2, 2006, between you and Activant (as amended from time to time, the “Employment Agreement”)) (and other than by reason of death or Disability (as defined in the Employment Agreement)) or if you resign for Good Reason (as defined in the Employment Agreement) and one or more of the payment dates for the annual installments set forth above has not occurred as of such termination, any annual installment that you would have received on or prior to the six (6) month anniversary of the termination of your employment based on the payment dates set forth above if you had otherwise remained employed by Activant or one of its subsidiaries through such six (6) month anniversary shall become immediately due and payable upon such termination of your employment.
     You must be employed by Activant or one of its subsidiaries, whether as an employee, consultant or advisor, at the time each installment is payable in order to earn and receive such installment, but there are no other conditions to the Bonus. In the event that your service relationship with Activant or one of its subsidiaries terminates prior to the time any annual installment is payable, you will forfeit that and all subsequent installments. Activant may withhold from the Bonus any such Federal, state, local or other taxes, including applicable taxes of any jurisdiction outside the United States, as shall be required to be withheld pursuant to any applicable law or regulation.

 


 

     You understand that the Bonus made available to you hereunder does not constitute a guarantee of continued employment with Activant or one of its subsidiaries, and that your service relationship with Activant or its subsidiaries is at will. As such, you or Activant or its subsidiaries may terminate your employment at any time and for any reason or no reason, either with or without cause or advance notice. In addition, Activant and its subsidiaries retain the right to modify your compensation and benefits, other than this Bonus, within their sole discretion, upon notice to you, to the fullest extent allowed by law.
     Unless otherwise determinded by Activant’s Board of Directors, any payments made hereunder will not be taken into account in computing your salary or compensation for the purposes of determining any benefits or compensation under (i) any retirement, life insurance or other benefit plan of Activant or (ii) any agreement between Activant and you.
         
  Sincerely,
 
 
  /s/ Greg Petersen    
  Greg Petersen,   
  Executive Vice President