Letter Agreement Terminating Cannae Holdings, LLC Board Designation Rights with Ceridian HCM Holding Inc.
This agreement, effective March 31, 2020, is between Cannae Holdings, LLC and Ceridian HCM Holding Inc. Cannae Holdings agrees to give up its right to appoint a director to Ceridian's Board, as previously allowed under a 2019 Voting Agreement. Both parties also agree to terminate the Voting Agreement, except for provisions related to reimbursement and indemnification. The agreement is signed by authorized representatives of both companies.
Exhibit 10.1
Letter Agreement
Michael L. Gravelle
Executive Vice President,
General Counsel and Corporate Secretary
Mr. William E. McDonald
Senior Vice President, Deputy General Counsel and
Corporate Secretary
Ceridian HCM Holding Inc.
3311 East Old Shakopee Rd.
Minneapolis, Minnesota 55425
Re: Cannae Holdings, LLC Designated Board of Directors Seat
Dear Bill:
Effective as of March 31, 2020, Cannae Holdings, LLC relinquishes and terminates its right to designate its one director designee to the Ceridian HCM Holding Inc. (the “Company”) Board of Directors under that certain Voting Agreement, dated as of April 30, 2019 (the “Voting Agreement”), to which we are a party and Cannae and the Company agree to hereby terminate the Voting Agreement, other than Sections 2.01(j) and (k) with respect to reimbursement and indemnification.
Sincerely,
Cannae Holdings, LLC
| By: |
| /s/Richard L. Cox |
| Name: |
| Richard L. Cox |
| Title: |
| Managing Director and Chief Financial Officer |
Accepted and Agreed
Ceridian HCM Holding Inc.
| By: |
| /s/ Scott A. Kitching |
| Name: |
| Scott A. Kitching |
| Title: |
| Executive Vice President and General Counsel |
1701 Village Center Circle, Las Vegas, NV 89134
