Separation Agreement between Colfax Corporation and Steven W. Weidenmuller, Effective February 21, 2011

Summary

Colfax Corporation and Steven W. Weidenmuller have agreed to end Mr. Weidenmuller's employment as Senior Vice President, Human Resources, effective February 21, 2011. In recognition of his service, Mr. Weidenmuller will receive accelerated delivery of phantom stock shares and accelerated vesting of certain stock options. The agreement also outlines that it cannot be assigned by the company except in connection with a corporate transaction, and it is governed by Virginia law. This agreement is in addition to benefits under Mr. Weidenmuller's prior employment agreement.

EX-10.08 10 v229279_ex10-08.htm LETTER AGREEMENT, EFFECTIVE FEBRUARY 21, 2011 BETWEEN COLFAX CORPORATION AND ST
Colfax Corporation
8730 Stony Point Parkway
 
Suite 150
 
Richmond, VA  23235
 
USA
 
Tel:   ###-###-####
 
Fax:   ###-###-####
 
www.colfaxcorp.com

February 18, 2011

Mr. Steven W. Weidenmuller
Senior Vice President, Human Resources
Colfax Corporation
3255 Queens Grant Drive
Midlothian, VA 23113

Dear Steve,

On behalf of the Board of Directors of Colfax Corporation (the “Company”), I accept your resignation from your position as Senior Vice President, Human Resources of the Company, and from all other officer or director positions with Company subsidiaries, effective at the close of business on February 21, 2011 (the “Termination Date”).

In recognition of your years of dedicated service and service during this transition, you will receive the following.  Further, this agreement is in addition to those benefits and obligations under your Executive Employment Agreement dated April 22, 2008, as amended (the “Employment Agreement”).

The deferred delivery of all remaining 2001 Phantom Stock shares of Company common stock (12,483 shares) will be accelerated and delivered to you on or about the Termination Date.  Vesting will be accelerated for 11,201 stock options from your 2009 stock option grants.

 
This Agreement cannot be assigned by the Company, other than in connection with a merger, acquisition or other similar corporate transaction, without your consent.  This Agreement shall be binding upon and shall inure to your benefit and the benefits of your heirs, executors, administrators and beneficiaries, and shall be binding upon and inure to the benefit of the Company and its successors and assigns.


 
 

 

Colfax Corporation
8730 Stony Point Parkway
 
Suite 150
 
Richmond, VA  23235
 
USA
 
Tel:   ###-###-####
 
Fax:   ###-###-####
 
www.colfaxcorp.com
   
This Agreement is governed by and is to be construed, administered, and enforced in accordance with the laws of the State of Virginia, without regard to conflicts of law principles.

Please sign a copy of this Letter Agreement to indicate your agreement to the terms and conditions set forth above.

 
Very truly yours,
   
 
/s/ Clay H. Kiefaber
   
 
Clay H. Kiefaber
 
President and Chief Executive Officer

AGREED AND ACCEPTED as of the date indicated below:

/s/ Steven W. Weidenmuller
Steven W. Weidenmuller
February 18, 2011