Chief Restructuring Officer and Lead Independent Director Letter Agreement between YRC Worldwide Inc. and John Lamar
This agreement outlines the terms of John Lamar's assignment as Chief Restructuring Officer (CRO) and Lead Independent Director for YRC Worldwide Inc. for a 12-month period starting November 8, 2010. Mr. Lamar will oversee the company's restructuring efforts and report directly to the Board of Directors. He will receive $80,000 per month in addition to director compensation, and may earn a $500,000 success fee if specific objectives are met. Reasonable business expenses will be reimbursed by the company.
Exhibit 10.37
November 8, 2010
Mr. John Lamar
11411 Shadow Way
Houston, Texas 77044
Dear John:
The purpose of this letter is to confirm the outline of responsibilities and remuneration of your assignment as Chief Restructuring Officer (CRO) and Lead Independent Director for YRC Worldwide Inc. as recently approved by the Board of Directors and the Compensation Committee.
CRO Duties and Responsibilities: The CRO, among other things will be responsible for overseeing the strategy, operations and restructuring efforts of YRC Worldwide Inc. in its efforts to achieve short and long term viability and business recovery. The CRO will report to and be responsible directly to the Board of Directors of the Company. The CRO will also be available for discussions with the Companys creditors and the Administrative Agent and their financial and other professional advisors, the International Brotherhood of the Teamsters and their financial and other professional advisors, and other professional advisors from time to time upon reasonable request related to the Companys financial status, business operations and restructuring plans.
Term of Agreement: The CRO assignment will be in effect for a period of 12 months, commencing November 8, 2010.
Fees: In addition to Director Compensation, the CRO duties will be compensated at a rate of $80,000 per month.
Success Fee: The CRO will be eligible for a Success Fee of $500,000 based on the achievement of specific objectives and business results to be determined by the Board of Directors. Any earned incentive will be payable at the end of the original twelve (12) month term of the CRO assignment.
Travel and Business Expenses: Reasonable expenses related to the roles of Director and CRO will be reimbursed by the company.
If you have any questions about the terms of this agreement please contact Bev Goulet or me.
Respectfully;
Jim Kissinger
Executive Vice President, Human Resources
YRC Worldwide Inc.
cc: | Bev Goulet |