Employment Assumption Letter between Intrepid Potash, Inc. and Patrick L. Avery
This letter confirms that, following the IPO of Intrepid Potash, Inc., Patrick L. Avery will transition from being an employee of Intrepid Mining, LLC to Intrepid Potash, Inc. All terms and conditions of his previous employment, as outlined in his March 19, 2007 offer letter, will remain in effect. Intrepid Potash, Inc. will assume all related obligations, including severance provisions, which will be interpreted according to the company's 2008 Equity Incentive Plan. The salary guarantee will end once Mr. Avery vests in restricted stock, expected around January 30, 2009.
Exhibit 10.13
 | The Intrepid Companies 700 17th Street, Suite 1700 Denver, CO 80202 303 ###-###-#### 303 ###-###-#### fax |
April 1, 2008
Mr. Patrick L. Avery
700 17th Street, Suite 1700
Denver, CO 80202
Dear Pat:
Pursuant to the initial public offering (the “IPO”) of Intrepid Potash, Inc., all employees of Intrepid Mining, LLC will become employees of Intrepid Potash, Inc. shortly prior to the closing of the IPO. The purpose of this letter is to let you know that the terms and conditions of your employment with Intrepid Mining, LLC, as set forth in the offer letter you received on March 19, 2007, will continue to apply to you on and after the IPO. Thus, Intrepid Potash, Inc. will be responsible for fulfilling the obligations of Intrepid Mining, LLC set forth in the offer letter and you will continue to be bound by the employment terms and conditions you agreed to in that letter. With regard to the salary guarantee set forth in Section 13 of the letter (pursuant to which you may be entitled to severance if you are terminated upon a sale or other change in ownership of Intrepid Mining), Intrepid Potash, Inc. will interpret that section as applying if your employment is terminated without “Cause” or by you for “Good Reason” following a “Change of Control,” as each of those terms is defined in Intrepid Potash’s 2008 Equity Incentive Plan. Intrepid Potash, Inc. will also interpret the last sentence of Section 13 of that letter (regarding waiver of the salary guarantee in the event you receive the benefit of certain long-term compensation) as applying once you vest in one of the restricted stock grants to be made to you on or around the closing of the IPO. Thus, based on our current expectations for your IPO restricted stock grants, we expect the salary guarantee will lapse on or around January 30, 2009.
Pat, you are an integral part of our management team and we’re very excited about the IPO and your future with us as we become a public company. Please acknowledge and indicate your acceptance of the foregoing by signing the bottom of this page and returning it to my attention.
| Sincerely, |
| /s/ Jamie Whyte |
| Jamie Whyte |
Accepted and agreed to this day of April, 2008
| /s/ Patrick L. Avery |
| Patrick L. Avery |
