Employment Offer Letter Agreement between eFunds Corporation and Colleen Adstedt (February 14, 2000)

Summary

This letter agreement is an employment offer from eFunds Corporation to Colleen Adstedt for the position of Senior Vice President - Human Resources, effective March 1, 2000. It outlines her compensation, including base salary, bonus potential, stock options, severance terms, and benefits such as insurance, retirement plans, and vacation. The agreement is subject to board approval and supersedes any prior employment arrangements. It also notes that further details regarding change of control and stock options will be provided in a future agreement.

EX-10.2 3 dex102.txt LETTER AGREEMENT DATED FEBRUARY 14, 2000 Exhibit 10.2 ------------ February 14, 2000 Ms. Colleen Adstedt 10112 Country Club Curve Woodbury, MN 55129 Dear Colleen: It is my pleasure to formally offer you the position of Senior Vice President - Human Resources of the new eFunds Corporation, reporting to Debra Janssen. This offer is effective March 1, 2000. The following confirms our discussions regarding your job offer, which is subject to final approval by the Board's Compensation Committee in its next meeting (February 25th): Start date: 3/1/00. Base Salary: $200,000 annually, payable monthly. This figure will next be reviewed for possible adjustment as of January 1, 2001. Target Bonus: Your target bonus will be 40% of base salary, or $80,000 annually. In addition, this figure can range from 0% to 80% of base salary (or $0 to $160,000), depending upon the company's performance against board-approved annual operating plan measures. In all probability, your measures will be identical to my own. Stock option grant: Competitive market studies conducted by compensation consultants suggest that your position should receive annual stock option grants with value (as determined by the Black-Shoals method) equal to 75% of your base salary. In addition, the Deluxe Board of Directors has determined that certain senior officers of the new eFunds will be granted "double options" in this formative year - i.e. options valued at 150% of your base salary. The exact number of shares won't be finalized for another few weeks, but we intend to grant you a number of options at the IPO strike price (which will vest in thirds, on the first, second and third anniversary of the IPO) with approximate value of $300,000. The next occasion for another option grant is expected to by on or about January 1, 2002. Severance: Should your employment be terminated for reasons other than willful misconduct, gross negligence or unlawful actions toward the Company or toward others involved with the Company's business (in other words, should you be terminated because your job performance is judged inadequate, your job is eliminated or any other similar reason), you will receive a severance package consisting of one year's base salary, plus an additional six months of "income continuation". Income continuation means that, if you are unemployed at the end of the first year following termination from eFunds, or employed at a salary level which is less than your eFunds base salary at the time of your termination, eFunds would continue to pay your base salary (or the difference between your eFunds base salary and whatever new salary you are earning) for up to one additional year, or if earlier, until such time as your new salary equals or exceeds your former eFunds salary. Medical/Dental insurance: You are eligible for medical and dental insurance for you and your family on the first of the month following the date of hire. Group Home & Group Auto: You are eligible for the Company's group home & auto insurance program on the first of the month following the date of hire. Life insurance: You are eligible for 1 times pay at Company cost, but you may purchase an additional 6 times pay up to $1,000,000 through the Company's life insurance plan. You may also purchase Dependent life insurance for your spouse and children, up to $100,000 for your spouse and up to $25,000 for each child under the age of 19 or age 23 if the child is a full-time student. Retirement: While the new eFunds retirement plan has not been finalized, it is expected to include a Defined Contribution Pension element of 4% of base salary, a variable "profit sharing" component targeted at 3%, and a 401K plan in which the company will match your contributions up to 3% of eligible wages. Vacation: You will be eligible for 5 weeks of annual vacation. Long term disability: Your coverage remains as currently in place, unless the new eFunds should change the policy later. Physical exam: The Company pays for annual full physical exams for all executives over the age of 45. This agreement will supercede any existing written or oral agreement or understanding regarding your employment with iDLX or the new eFunds Corporation. Colleen, I hope these points resolve any questions or issues for you. If so, please sign one copy and return it to me at your convenience in the enclosed envelope. I can't tell you how pleased I am to be working with you to help the eFunds Corporation develop and realize the great future ahead of us. Best regards, /s/ J.A. Blanchard III Chairman and Chief Executive Officer Accepted: /s/ Collen Adstedt Date: 3/13/2000 --------------------------------- ------------ The understanding is that there will be more information forthcoming in the form of an employment agreement or other letter, outlining the specifics of change of control, stock option plan, etc. I will stay in iDLX benefit plans until a formal change in plans occurs.