Letter Agreement Amending Executive Change in Control Severance Agreement between Extreme Networks, Inc. and Bob Corey
This letter agreement, dated September 3, 2010, is between Extreme Networks, Inc. and Bob Corey, its Executive Vice President and Chief Financial Officer. It adds terms to Mr. Corey's existing severance agreement, stating that all unvested stock options will vest if the company is acquired by a non-U.S. listed entity, and that a material reduction in his duties after a merger or acquisition will qualify as 'Good Reason' for severance. The agreement requires Mr. Corey’s signature to accept these terms and can only be changed in writing by both parties.
Exhibit 10.1
[Extreme Networks Letterhead]
September 3, 2010
Mr. Bob Corey
Dear Bob,
This letter is to confirm certain additional terms in connection with your position as Executive Vice President and Chief Financial Officer of Extreme Networks, Inc. (the Company).
The Compensation Committee has approved the following additional terms to your existing Executive Change in Control Severance Agreement (the Severance Agreement): (i) if the Company is acquired by an entity that does not have stock listed on a U.S. equity exchange, all of your unvested stock options will vest upon the closing of such a transaction, and (ii) Good Reason for purposes of the Severance Agreement shall include if the Company is a party to a merger or acquisition and immediately after the closing of such transaction your duties and responsibilities are materially reduced from serving as the Executive Vice President and Chief Financial Officer of the surviving publicly listed corporation.
To indicate your acceptance of these additional terms to the Severance Agreement, please sign and date this letter in the space provided below and return to Michelle Wagner, Director of Human Resources at Extreme Networks, Inc. at 3585 Monroe Street, Santa Clara, CA 95051. A duplicate original is enclosed for your records.
This agreement cannot be modified or amended except by subsequent written agreement signed by you and the Company; provided, however, that the Company may, in its sole discretion, elect to modify your title, compensation, duties, or benefits without any further agreement from you.
Sincerely, |
/s/ Charles P. Carinalli |
EXTREME NETWORKS INC. |
Charles P. Carinalli |
Lead Director, |
Board of Directors |
I agree to and accept the additional terms to the Severance Agreement with Extreme Networks, Inc. as set forth in this agreement.
/s/ Bob Corey | September 3, 2010 | |||||||
Bob Corey | Date |