Retention Agreements by and between Tilray and each of Michael Kruteck and Jon Levin dated December 18, 2020
Exhibit 10.3
PERSONAL & CONFIDENTIAL
December 18, 2020
Communicated by e-mail
Michael Kruteck
Chief Financial Officer
2701 Eastlake Avenue East, Floor Three
Seattle, WA 98102
Subject: One-Time Incentive Payment
Dear Michael,
In recognition of your perseverance and commitment to achieve our organizational goals and due to the critical nature of your role, I am pleased to share with you your eligibility for a one-time incentive payment equivalent to one-time (x1) of your current annual base salary, subject to applicable deductions and withholdings. 50% of this incentive is payable on March 31, 2021, and 50% is payable on the date that the transaction between Aphria and Tilray is completed, subject to the terms and conditions set out below.
This is a crucial timeframe for us to continue to deliver a high-level of business performance. As such, for you to receive the incentive payout, you must continue to deliver in your critical role and satisfy the following:
| • | You are an active employee on the date the deal closes; |
| • | Your employment will not have been terminated as a result of poor performance or for cause, prior to that date. For clarity, you remain eligible for the incentive payment if your role is eliminated. |
| • | You will keep your eligibility to receive this one-time incentive payment completely confidential. |
| • | This is a one-time incentive and therefore the value will not be taken into account with respect to your entitlement to notice of termination, payment in lieu of such notice, termination pay or severance pay, if any. |
We truly appreciate your leadership and dedication!
Best
/s/ Brendan Kennedy
Brendan Kennedy, Chief Executive Officer
PERSONAL & CONFIDENTIAL
December 18, 2020
Communicated by e-mail
Jon Levin
Chief Operating Officer
2701 Eastlake Avenue East, Floor Three
Seattle, WA 98102
Subject: One-Time Incentive Payment
Dear Jon,
In recognition of your perseverance and commitment to achieve our organizational goals and due to the critical nature of your role, I am pleased to share with you your eligibility for a one-time incentive payment equivalent to one-time (x1) of your current annual base salary, subject to applicable deductions and withholdings. 50% of this incentive is payable on March 31, 2021, and 50% is payable on the date that the transaction between Aphria and Tilray is completed, subject to the terms and conditions set out below.
This is a crucial timeframe for us to continue to deliver a high-level of business performance. As such, for you to receive the incentive payout, you must continue to deliver in your critical role and satisfy the following:
| • | You are an active employee on the date the deal closes; |
| • | Your employment will not have been terminated as a result of poor performance or for cause, prior to that date. For clarity, you remain eligible for the incentive payment if your role is eliminated. |
| • | You will keep your eligibility to receive this one-time incentive payment completely confidential. |
| • | This is a one-time incentive and therefore the value will not be taken into account with respect to your entitlement to notice of termination, payment in lieu of such notice, termination pay or severance pay, if any. |
We truly appreciate your leadership and dedication!
Best
/s/ Brendan Kennedy
Brendan Kennedy, Chief Executive Officer
