EX-10.56 EMPLOYMENT OFFER LETTER/ MICHAEL COLLINS
Contract Categories:
Human Resources
- Employment Agreements
EX-10.56 4 g06030exv10w56.htm EX-10.56 EMPLOYMENT OFFER LETTER/ MICHAEL COLLINS EX-10.56 EMPLOYMENT OFFER LETTER/ MICHAEL COLLINS
EXHIBIT 10.56
February 20, 2006
VIA ELECTRONIC DELIVERY
Mr. Michael Collins
Mr. Michael Collins
Dear Michael:
We are very pleased to confirm our discussions regarding your joining Gevity as Chief Marketing Officer, based at our field support office in Bradenton, Florida. In this capacity, you will report directly to Roy King, President and Chief Operating Officer, and be primarily responsible for the duties and responsibilities of this position set forth below and as they may evolve over time. We have prepared the following general summary of the key terms of our offer of employment for your review.
Start Date: | On or about March 13, 2006. | |||
Primary Duties: | Product/Solution Marketing & Management | |||
Strategy & Business Analysis | ||||
Customer/Prospect & Market Requirements including field and | ||||
customer driven enhancement requests | ||||
Pricing | ||||
Field & Customer Launches | ||||
Product/Solutions Management | ||||
Field Marketing & Sales Support | ||||
Lead Generation & Management | ||||
Telemarketing to generate and qualify leads | ||||
New market and geography launch support | ||||
Training | ||||
Collateral/Sales Kits | ||||
Database Marketing & Data Management | ||||
Events Gevity Business Edge seminars, | ||||
Local Seminars & Webinars | ||||
Business Development | ||||
Affinity and Alliance Partnerships | ||||
Market Strategy | ||||
Competitive analysis, with these on-going findings being | ||||
translated into web content and sales tools | ||||
Market research including pricing studies |
Gevity Institute | ||||
Leverage as competitive advantage as company penetrates middle | ||||
market space | ||||
External Marketing & Awareness Building | ||||
Client/Partner Communications | ||||
Marcom | ||||
Collateral development | ||||
Messaging/positioning | ||||
Brand identity compliance | ||||
Commercial content for website | ||||
Corporate events and industry tradeshows | ||||
Corporate communications and PR | ||||
Other duties as assigned. | ||||
Base Salary: | $265,000 per year payable in equal installments of | |||
$10,192.31 on the Companys normal bi-weekly payroll | ||||
schedule. | ||||
Paid Time Off: | You will be eligible for a total of 216 hours of paid time | |||
off (including 4 weeks of paid vacation) during each | ||||
calendar year of employment, prorated for partial years. | ||||
Cash Bonus: | Commencing on the date of you employment, you will | |||
participate in a cash bonus program that will provide a | ||||
target bonus amount equivalent to 50% of base salary at | ||||
threshold, 66.7% at target and 100% at superior, calculated | ||||
on the base salary actually paid to you during a calendar | ||||
year. The actual amount of the award, either more or less, | ||||
will be based, in part, on an evaluation of your individual | ||||
performance and contribution, as well as the overall | ||||
financial performance of the Company. Of course, all bonus | ||||
payments and compensation decisions regarding executives | ||||
are subject to final approval by the Board or a duly | ||||
authorized Committee. For the 2006 calendar year, your | ||||
bonus will be prorated based on your period of active | ||||
employment during 2006, subject to a guaranteed payment | ||||
equal to 25% of target. | ||||
Long Tem | ||||
Incentive: | Beginning in 2006, you will be eligible to participate in a | |||
long term incentive plan which provides for equity awards | ||||
at the equivalent of 75% of base salary at threshold, 100% | ||||
at target and 150% at superior, |
2
calculated on the base salary actually paid to you during a | ||||
calendar year. The actual amount of the award, either more or | ||||
less, will be based, in part, on an evaluation of your | ||||
individual performance and contribution, as well as the overall | ||||
financial performance of the Company. Awards are discretionary | ||||
and are subject to approval by the Board or a duly authorized | ||||
Committee thereof. | ||||
Signing bonus: | You will also be eligible for a $15,000.00 sign-on bonus; | |||
you will be paid $5,000.00, less applicable taxes and | ||||
withholdings, on your first regular payroll date; the | ||||
remaining $10,000.00 will be paid on the first payroll date | ||||
after 90 days of employment. | ||||
Stock Options | ||||
And Restricted | ||||
Shares: | Initial Stock and Stock Option Award As an inducement to | |||
commence employment with Gevity, you will receive an award | ||||
of non-qualified stock options to purchase 50,000 shares of | ||||
the Companys common stock having a 10-year term and 4-year | ||||
vesting schedule, pursuant to which 25% of such options | ||||
vest on each anniversary of the date of the award. In | ||||
addition, you will receive an award of 2,500 restricted | ||||
shares of the Companys common stock having a 4-year | ||||
vesting schedule, pursuant to which 25% of such shares vest | ||||
on each anniversary of the date of the award. Such options | ||||
and restricted shares will be granted under and subject to | ||||
the terms of the Companys 2005 Equity Incentive Plan. | ||||
Typically, these awards are made on the first day of the | ||||
month following your first date of employment. | ||||
Benefits: | You are immediately eligible to participate in Gevitys health and welfare | |||
benefits. Should you elect to participate in Gevitys health and welfare | ||||
benefits, they will begin immediately upon your hire date. You should submit | ||||
your Benefits Election Form with your other new hire paperwork. If you have | ||||
any questions about your health and welfare benefits, please contact internal | ||||
Human Resources by calling MYHR (x6947). Remember benefits enrollment is | ||||
your responsibility. The Companys contribution toward coverage commences | ||||
as of your effective date. If you do not enroll at the time of your initial | ||||
eligibility, you must wait for the next annual enrollment period or qualifying | ||||
event. In addition, you will be eligible to participate in our benefit |
3
plans including a 401(k) consistent with other executives of the | ||||
Company. A detailed summary will be provided to you. | ||||
Relocation: | The Company will pay the closing costs and expenses associated with the | |||
sale of your primary residence in Virginia (Home). Additionally, and subject | ||||
to a total relocation expense limitation of $100,000.00 (Relocation Amount), | ||||
the Company will cover those standard items covered under the Companys | ||||
Relocation Policy; subject to the Relocation Amount limitation, the Company | ||||
will also either pay or reimburse the following: |
| Customary closing costs associated with the purchase of your residence in the Bradenton/Sarasota area; | ||
| 3 house hunting visits for you and your immediate family members; | ||
| Packing, transportation, and, to the extent necessary, temporary storage of your belongings and household effects for a period not to exceed 6 months; and | ||
| Actual rental expense for a temporary residence in the Bradenton/Sarasota area for a period not to extend beyond 6 months from the date of your employment. |
Following closing on your residence in the Bradenton/Sarasota | ||||
area, the Company shall promptly pay to you the Relocation | ||||
Amount less any relocation expenses previously reimbursed or | ||||
paid to you. | ||||
Change in | ||||
Control: | You will be eligible to enter into a Change in Control | |||
Severance Agreement in the form customarily used by the Company | ||||
for other executives of the Company. Generally, the agreement | ||||
provides for certain payments to you if you are terminated | ||||
within a two (2) year period following a change in control of | ||||
the Company. Please refer to the form of such agreement | ||||
provided to you for the specific terms and conditions. | ||||
General | ||||
Severance: | In the event your employment is terminated for Good Reason or | |||
any reason other than for Cause within the first two (2) | ||||
years of employment and provided you execute a full and | ||||
complete general release of all |
4
employment-related claims, if any, against the Company, the | ||||
Company will pay you the sum of one times your annual base | ||||
salary, as in effect at the time of your termination. Such sum | ||||
shall be paid to you in twenty-six (26) equal payments on the | ||||
Companys regular bi-weekly payroll cycle over the twelve (12) | ||||
month period immediately following the termination of your | ||||
employment but in no event shall payments extend beyond March | ||||
15th of the year following your termination. In | ||||
addition, during the Severance Period, you may continue to | ||||
participate in the health and dental plans provided to you as of | ||||
the date of termination at the same level and in the same manner | ||||
as if your employment had not terminated. If the terms of any | ||||
benefit plan referred to in this section do not permit your | ||||
continued participation, then the Company will arrange for other | ||||
coverage providing substantially similar coverage at no | ||||
additional cost to you. | ||||
For purposes of this offer, Paragraph 1(c) of the Change of | ||||
Control Severance Agreement is incorporated herein to define | ||||
Cause and the circumstances in which your employment may be | ||||
terminated for Cause. Good Reason means, without Executives | ||||
express written consent, the occurrence of any of the following | ||||
events: |
(i) (A) any change in the duties or responsibilities of Executive that is inconsistent in any material and adverse respect with Executives primary position, duties, responsibilities, or status with the Company (including any material and adverse diminution of such duties or responsibilities) or (B) a material and adverse change in Executives titles or offices with the Company;
(ii) a reduction by the Company in Executives rate of annual base salary or annual target bonus opportunity as the same may be increased from time to time; or
(iii) any requirement of the Company that Executive be based anywhere more than fifty (50) miles from the office where Executive is located at the time of his initial employment.
An isolated, insubstantial and inadvertent action taken in good | ||||
faith and which is remedied by the Company within ten (10) days | ||||
after receipt of notice thereof given by Executive shall not | ||||
constitute Good Reason. Executives |
5
right to terminate employment for Good Reason shall not be | ||||
affected by Executives incapacities due to mental or physical | ||||
illness and Executives continued employment shall not | ||||
constitute consent to, or a waiver of rights with respect to, any event or condition constituting Good Reason; provided, | ||||
however, that Executive must provide notice of termination of | ||||
employment within thirty (30) days following Executives | ||||
knowledge of an event constituting Good Reason or such event | ||||
shall not constitute Good Reason under this Agreement. |
As a condition of employment, the Company must be satisfied that you are not subject to any agreement or understanding that would directly or indirectly restrict your ability to perform duties for the Company and you will be required to enter into our usual Non-Solicitation, Non-Compete and Confidentiality Agreement. This agreement generally limits your solicitation of Company clients, use of the Companys confidential information, and your employment by a competitor of Gevity for a period of one year after you leave the Company. A copy of this required document has also been provided to you. You will also need to successfully undergo a background check and drug screen prior to beginning employment.
Please let us know whether you accept these general terms of employment, by signing in the space provided below, and returning a copy to my attention.
Michael, we believe that the position of Chief Marketing Officer, provides an excellent opportunity for you to join a strong leadership team and share in the direct responsibility for the ongoing success of an exciting, challenging, and growing company.
Our senior management and the board of directors look forward to welcoming you to the Gevity team.
Very Truly Yours, | ||||
/s/ Edwin E. Hightower, Jr. | ||||
Edwin E. Hightower, Jr. | ||||
Vice President and General Counsel | ||||
Agreed to and Accepted by:
/s/ Michael Collins | ||
Michael Collins |
Date: February 23, 2006
Cc: Erik Vonk
6