Temporary Salary Adjustment Letter Agreement between AXS-One, Inc. and Joseph P. Dwyer
This agreement between AXS-One, Inc. and Joseph P. Dwyer temporarily reduces Mr. Dwyer's annual salary from $250,000 to $150,000 for the year 2007, with regular payroll payments. His salary will return to $250,000 on January 1, 2008, unless otherwise agreed, or sooner if there is a change of control at the company. If Mr. Dwyer is terminated in 2007 under conditions entitling him to severance, the severance will be based on the $250,000 salary. As part of this arrangement, he is also granted 146,911 restricted shares of company stock.
December 14, 2006
Mr. Joseph P. Dwyer
3 Cordwood Court
East Northport, NY 11731
Re: Temporary Salary Adjustment
Dear Joe:
By signing in the space provided below, you agree to a reduction in your annual salary for the calendar year 2007 from $250,000 to $150,000. Salary payments will continue to be made on the 15th and last day of each month in accordance with the Company’s ordinary payroll practices. Effective January 1, 2008, assuming you remain in AXS-One’s employ, your annual salary will revert to the current rate of $250,000, unless mutually agreed otherwise.
Additionally, in the event there is a Change of Control, as defined in your employment letter dated December 22, 2004, during the calendar year 2007, your annual salary will revert to the current rate of $250,000. Should your employment relationship with AXS-One terminate during the calendar year 2007 under circumstances whereby you would be entitled to the Severance Package provided for by the aforementioned employment letter, severance benefits will be calculated at your current annual salary rate of $250,000.
In conjunction with this salary reduction, you are being awarded 146,911 restricted shares of the Company’s common stock pursuant to the 2005 Stock Incentive Plan, as set forth in a Restricted Stock Agreement provided herewith.
If these terms are acceptable, please sign and date this letter below.
Very truly yours,
AXS-ONE, INC.
By: /s/ William Lyons
William Lyons
Chief Executive Officer
ACCEPTED AND AGREED:
/s/ Joseph P. Dwyer 12-14-06
Joseph P. Dwyer Dated
