AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the Agreement), is made and entered into by and between Rockley Photonics, Inc. (the Company), Rockley Photonics Holdings Limited (Holdings) and Mahesh Karanth (the Executive). This Agreement shall become effective on August 11, 2021 or such other date as may be mutually agreed to by the Company and the Executive (the Effective Date).
WHEREAS, the Executive has been employed by the Company as its Chief Financial Officer pursuant to that certain Employment Agreement, effective on December 20, 2017 by and between the Company and the Executive, as amended from time to time thereafter (the Company Employment Agreement);
WHEREAS, Holdings has entered into a Business Combination Agreement, dated as of March 19, 2021 (the Business Combination Agreement), with SC Health Corporation, Rockley Mergersub Limited and Rockley Photonics Limited, pursuant to which, upon the consummation of the transactions contemplated therein (the Closing), among other things, the Company became an indirect subsidiary of Holdings;
WHEREAS, Holdings, the Company and the Executive desire to amend and restate the Company Employment Agreement in its entirety to reflect certain changes agreed to after the Closing.
NOW, THEREFORE, in consideration of the foregoing, the premises and mutual covenants contained herein, and for other valuable consideration, Holdings, the Company and the Executive hereby agree as follows:
1. Term of Employment.
(a) Term of Employment. The term of this Agreement shall commence on the Effective Date and continue until terminated by the Company or the Executive (the Term of Employment). During the Term of Employment, the Executive shall be an at-will employee of the Company (or Company affiliate as described in Section 2), and the Executives employment shall be freely terminable by either the Company (or its affiliate) or the Executive, for any reason, at any time, with or without cause or notice.
2. Position. During the Term of Employment, the Executive shall serve as the Chief Financial Officer of the Company and, following the Closing, Holdings, and also agrees to serve, if appointed or elected, as an officer or director of any other affiliate of the Company.
3. Place of Work.
(a) The Executives normal place of work will be the Companys premises at 333 West San Carlos Street, Suite 850, San Jose, CA 95110. The Executive shall be regularly expected to travel to and work from other Company locations, as required. The Company reserves the right to change the Executives normal place of work, temporarily or permanently, to anywhere provided that the Company will give the Executive at least one months prior notice of any permanent change of location.