Executive Income Summary Agreement between Osmose, Inc. and Paul Goydan (2013–2014)
This agreement outlines the compensation terms for Paul Goydan, President of Osmose, Inc., for 2013 and 2014. It specifies his base salary and a management fee calculated as 2.15% of operating profits from various profit centers. The agreement allows for adjustments based on extraordinary expenses, claims, and new acquisitions. Compensation is subject to proration if the company is sold in 2014 and may be adjusted for performance or company results. If employment ends early, payments are governed by a separate executive employment agreement.
Exhibit 10.101
CONFIDENTIAL
Osmose
EXECUTIVE INCOME SUMMARY
Name: Paul Goydan, President, Osmose, Inc.
| Year: 2013 | Base: | $ | 350,000 | |||||
| Mg’t. Fee: | $ | 737,929 | (Final fee reconciliation and payment to follow audited financial statements) | |||||
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| Total | $ | 1,087,929 |
Basis of Management Fee: 2.15% of the Operating profit (or loss) contributed by the following profit centers (and any new Osmose, Inc. profit centers) and shown on the 2013 Summary of Profit Centers and Subsidiaries: U.S. Wood Preservative Group, Wood Protection LLC, Timber Specialties, Co., Central America, Brazil, Chile, Europe, Australasia and Asia. Fee basis will adjusted as in the past for relevant extraordinary expenses and claims. See attached. A weighted average cost of capital factor will apply to new acquisitions.
Total Compensation Range:
| Minimum: $ 714.000 | Second Tier Point: $ 1,020,000 |
| Year: 2014 | Base: | $ | 13,461.54 | per pay period (biweekly) |
Basis of Management Fee: 2.15% of the Operating profit (or loss) contributed by the following profit centers (and any new Osmose, Inc. profit centers) and shown on the 2014 Summary of Profit Centers and Subsidiaries: U.S. Wood Preservative Group, Wood Protection LLC, Timber Specialties, Co., Central America, Brazil, Chile, Europe, Australasia and Asia. Fee basis will adjusted as in the past for relevant extraordinary expenses and claims. A weighted average cost of capital factor will apply to new acquisitions.
Your fee calculation will be prorated should the pending sale of Osmose, Inc. and its subsidiaries close in 2014. If a sale transaction completes in 2014, your Management Fee will prorated based on the portion of the year Osmose, Inc., is owned by Osmose Holdings. Seasonal adjustments to the fee basis may be necessary.
Total Compensation Range:
| Minimum: $ Same as 2013 | Second Tier Point: Same as 2013 |
Note 1: Osmose reserves the right to change base and bonus rates at any time based on changes to the employee’s assigned duties and responsibilities, the employee’s performance and/or the company’s financial results.
Note 2: If total calculated compensation exceeds the Second Tier Point in any year, the Fee will be adjusted by dividing calculated compensation over the Second Tier Point in half and adding result to the Second Tier Point for that year.
Note 3: If an employee does not remain employed for the full year, base salary and any previous or current year management fee payments will be governed by the terms of an executive employment agreement.
| Accepted by: | /s/ Paul Goydan | Date: | 3/28/14 | |||||
| Approved by: |
| Date: |
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