Employment Letter Agreement between IDT Spectrum and Bruce E. Walenczyk (CFO Position)
IDT Spectrum offered Bruce E. Walenczyk the position of Chief Financial Officer, starting on or before October 17, 2005, at their Newark, NJ office. He will receive a base salary of $180,000 per year, be eligible for a $100,000 annual performance bonus, and receive restricted stock equal to 0.5% of the company, subject to vesting after a qualified IPO and continued employment. Employment is contingent on completing required forms and background checks. Bruce must accept the offer within five days and report to Human Resources on his first day.
Exhibit 10.13
| Jim Courter CEO & Vice Chairman | IDT Corporation 520 Broad Street Newark, NJ 07102 USA P 973 438/4300 - 973 438/1503 ***@*** |
September 30, 2005
Mr. Bruce E. Walenczyk
206 Bearwoods Road
Park Ridge, NJ 07656
Dear Bruce:
I am pleased to offer you the position of Chief Financial Officer at IDT Spectrum, to be located at our Newark, New Jersey offices. In this position, you will be reporting to John Petrillo and it is my understanding that you will be starting your employment with IDT on or before October 17, 2005.
Your Base Salary will be at the rate of $180,000 per year. In addition, you will be eligible for an annual performance based bonus of $100,000. In addition, after your acceptance and return of this letter, you will be granted shares of restricted Class B Common Stock of IDT Spectrum equal to .5% of the currently issued and outstanding shares of capital stock of IDT Spectrum (after adjustment for a forthcoming recapitalization). The vesting restrictions on one-third of your IDT Spectrum shares will lapse upon a qualified initial public offering of the capital stock of IDT Spectrum (that meets certain minimum criteria to be mutually agreed upon) if you remain employed by IDT Spectrum at that time. The vesting restrictions on the remaining two-thirds of your IDT Spectrum shares will lapse in two equal installments on the one-year and two-year anniversaries of such a qualified initial public offering of the capital stock of IDT Spectrum if you remain employed by IDT Spectrum at those times.
In addition to your Base Salary, you will be eligible to participate in the Company benefit programs as set forth in the attached schedule.
Prior to the commencement of your employment, you will be required to complete several administrative forms, including IDT’s Non-Disclosure/Non-Competition Agreement (attached for your review) and an I-9 form, so it is necessary that you bring with you valid proof of your authorization to work in the United States (e.g., Drivers License and Social Security card or Birth Certificate or Passport). Failure to complete the aforementioned forms will delay the commencement of your employment. IDT also conducts investigations, including verification by a third party, of prior employment history, education and record of conviction. Please be aware that false statements or failure to disclose information can disqualify you for employment or, if employed, result in your dismissal.
Please acknowledge your acceptance of our offer by signing below and returning to me within five days of the date of this letter. Please report directly to the Human Resources Department located on the 9th Floor on your first day.
2
We are very excited about you joining us at IDT.
Sincerely,
/s/ C.R. Fredda
Charles R. Fredda
Director – Human Resources
| Acknowledged and agreed to: | /s/ Bruce E. Walenczyk | Date: | 9/30/05 | |||
