Amendment No. 2 to Employment Agreement by and among Spirit Finance Corporation, Redford Holdco, LLC, and Thomas H. Nolan, Jr.
This amendment, dated October 1, 2011, updates the employment agreement between Spirit Finance Corporation, Redford Holdco, LLC, and Thomas H. Nolan, Jr. It changes the deadline for granting certain restricted units to the employee, allowing the grant to occur on or before November 15, 2011, instead of within thirty days of the employment start date. All other terms of the original agreement remain unchanged. The amendment ensures the unit grant aligns with the completion of a third-party appraisal.
Exhibit 10.15
SPIRIT FINANCE CORPORATION
REDFORD HOLDCO, LLC
AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT
THIS AMENDMENT NO. 2 TO EMPLOYMENT AGREEMENT (this Amendment) is made and entered into as of October 1, 2011, by and among Spirit Finance Corporation (the Company), Redford Holdco, LLC (Holdco), and Thomas H. Nolan, Jr. (the Employee).
W I T N E S S E T H:
WHEREAS, the Company, Holdco and the Employee entered into an Employment Agreement dated as of June 20, 2011 and amended on August 29, 2011 (as amended, the Agreement);
WHEREAS, pursuant to Section 4(b) of the Agreement, the Employee is entitled to a grant of restricted non-incentive units of Holdco (Units) equal in size to the number of Units having a fair market value of $6,000,000 as of the Employment Effective Date (as defined in the Agreement) as determined by the Holdco Board in its good-faith discretion in consultation with the Employee;
WHEREAS, Holdco has engaged a third-party appraiser to determine such fair market value;
WHEREAS, the Company, Holdco and the Employee acknowledge that the third-party appraisal has not yet been completed; and
WHEREAS, the Company, Holdco and the Employee desire to amend certain terms and conditions of the Agreement to permit Holdco to grant the Units following completion of the third-party appraisal.
NOW, THEREFORE, in consideration of the mutual covenants set forth in this Amendment, the Company, Holdco and the Employee hereby agree as follows:
1. Amendment. The first clause of Section 4(b) of the Agreement that reads Within thirty (30) days following the Employment Effective Date, is hereby amended and restated to read as follows:
On or before November 15, 2011,
2. Affirmation. This Amendment is to be read and construed with the Agreement as constituting one and the same agreement. Except as specifically modified by this Amendment, all remaining provisions, terms and conditions of the Agreement shall remain in full force and effect.
3. Defined Terms. All terms not herein defined shall have the meanings ascribed to them in the Agreement.
4. Counterparts. This Amendment may be executed in one or more counterparts, each of which shall be deemed to be an original but all of which together shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the undersigned have signed this Amendment on the date first above written.
SPIRIT FINANCE CORPORATION | ||
By: | /s/ Kevin Charlton | |
Name | Kevin Charlton | |
Title: | Director | |
REDFORD HOLDCO, LLC | ||
By: | /s/ Kevin Charlton | |
Name | Kevin Charlton | |
Title: | Director | |
EMPLOYEE | ||
/s/ Thomas H. Nolan, Jr. |
Signature Page to Amendment No. 2 to Employment Agreement