Amendment to Retention Bonus Letter Agreement between Alan N. Forman and Company (July 7, 2014)
This amendment updates the retention bonus agreement between Alan N. Forman and the company. The deadline for earning the retention bonus is extended from June 30, 2014, to December 31, 2014, provided Mr. Forman remains employed at the time of a qualifying closing. If his employment ends under certain covered circumstances, he may still receive the bonus. The amendment also clarifies that no bonus is due based on financial performance and excludes company liquidation or dissolution as a qualifying event for the bonus. All other terms of the original agreement remain unchanged.
Exhibit 10.1
July 7, 2014
By Hand
Alan N. Forman
Re: Amendment of Retention Bonus Letter Agreement
Dear Alan:
As you know, we have provided you with an opportunity to earn a retention bonus pursuant to that certain letter agreement dated July 18, 2013 (the “Existing Letter Agreement”). Capitalized terms used herein shall have the meaning ascribed to such terms in the Existing Letter Agreement.
As we continue evaluating strategic alternatives, we are pleased to extend the Outside Date of your Existing Letter Agreement from June 30, 2014 to December 31, 2014. As a result, you will be entitled to receive the Retention Bonus if a Closing occurs by December 31, 2014 so long as you remain employed by the Company on the date of Closing; provided however, in the event of a Covered Termination, you shall also be entitled to receive the Retention Bonus as if you were employed on such date. But, please note that since none of the Quarterly Financial Targets were achieved, you are not due any Retention Bonus based upon the Company’s financial performance.
In addition, please note that the Existing Letter Agreement is hereby further amended so that you are not eligible for a Retention Bonus in the event that the stockholders of the Company approve a plan of complete liquidation or dissolution. Accordingly, the following words, “the stockholders of the Company approve a plan of complete liquidation or dissolution of the Company or” are hereby deleted from subsection (iv) of the definition of Change in Control.
Except as set forth above, the Existing Letter Agreement shall continue in full force and effect. We look forward to your continued employment with us.
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| Very truly yours, | |
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| By: | /s/ Robert S. Yorgensen |
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| Name: Robert S. Yorgensen |
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| Title: President and CEO |
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| Agreed to and accepted: |
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| /s/ Alan N. Forman |
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| Alan N. Forman |
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