Indemnification Rights Confirmation Letter Agreement between GT Advanced Technologies Inc. and Kanwardev Raja Singh Bal
This agreement between GT Advanced Technologies Inc. and Kanwardev Raja Singh Bal confirms Mr. Bal's rights to indemnification and advancement of expenses as outlined in the company's Certificate of Incorporation. The company agrees that these rights are contractual and will continue even after Mr. Bal is no longer an officer. Any changes to the indemnity provisions will only apply prospectively and will not affect rights related to actions taken before such changes. The agreement is governed by Delaware law and can only be amended in writing by both parties.
Exhibit 10.1
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| Worldwide Headquarters
243 Daniel Webster Highway
Merrimack, NH 03054
Phone: +1 ###-###-####
Fax: +1 ###-###-####
www.gtat.com |
June 4, 2014
Mr. Kanwardev Raja Singh Bal
GT Advanced Technologies Inc.
243 Daniel Webster HighwayMerrimack, New Hampshire 03054
Dear Raja:
We are providing this letter to you to confirm your rights under Article Eight of the Amended and Restated Certificate of Incorporation of GT Advanced Technologies Inc. (the “Company”) as in effect as of the date hereof (the “Company Indemnity Provisions”). In consideration of your prior and continuing service to the Company, the Company agrees that your rights under the Company Indemnity Provisions to be indemnified to the full extent authorized by law and to advancement of expenses are contract rights that shall be incorporated into this letter agreement. The Company further confirms that your rights under the Company Indemnity Provisions shall continue after you cease to be an officer of the Company. Any repeal or modification of the Company Indemnity Provisions shall be prospective only and shall not in any way diminish your rights or the Company’s obligations under the Company Indemnity Provisions with respect to any proceeding arising out of, or relating to, any actions, transactions or facts occurring prior to the final adoption of such repeal or modification. This letter agreement shall be governed by the laws of the State of Delaware and may not be amended or modified except by an instrument in writing signed by both parties hereto.
If you agree with the foregoing, please acknowledge by executing a copy of this letter and returning it to the Company.
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| Very truly yours, | |
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| GT ADVANCED TECHNOLOGIES INC. | |
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| /s/ Hoil Kim | |
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| Name: | Hoil Kim |
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| Title: | Vice President, Chief Administrative Officer and General Counsel |
Accepted and Agreed to:
| By: | /s/ Kanwardev Raja Singh Bal |
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| Name: Kanwardev Raja Singh Bal |
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