ADDENDUM TO EMPLOYMENT AGREEMENT
Exhibit 10.12
ADDENDUM TO EMPLOYMENT AGREEMENT
THIS ADDENDUM TO EMPLOYMENT AGREEMENT (this “Addendum”) is made and entered into
effective as of March 6, 2015, (the “Addendum Date”) by and between Sunvesta, Inc., a Florida
corporation (the “Company”) and Xxxxx Xxxxxxx, a Swiss resident (the “Executive”) (hereafter
collectively the “Parties”).
RECITALS
WHEREAS, the Company and Executive are parties to that Employment Agreement dated as of July 4,
2013 (the “Employment Agreement”),which set forth the terms of Executive’s employment as Chief
Executive Officer and Chief Financial Officer of the Company; and
WHEREAS, since the execution of the Employment Agreement the Executive has taken on additional
responsibilities on behalf of the Company in relation to its efforts to procure financing to complete the
development of the Paradisus Papagayo Bay Resort & Luxury Villas project (the “Project”) in
Guanacaste province, Costa Rica; and
WHEREAS, the Company wishes to amend Executive’s Employment Agreement to revise the bonus
provision thereto, as described in this Addendum, to provide supplemental incentives tied to Executive’s
performance in achieving defined milestones; and
WHEREAS, the Company and Executive wish to memorialize this revised bonus provision as an
Addendum to the Employment Agreement.
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements herein
contained, intending to be legally bound, the Parties hereby agree as follows:
1.
Section 4 titled Compensation subsection (b) titled Bonuses numbered (ii) of the Employment
Agreement is hereby amended in its entirety as follows:
4.(b)(ii)
Executive shall be entitled to receive certain bonuses on the satisfaction of defined
objectives on the following terms and conditions as hereinafter described:
$150,000 on the execution of an engagement letter with a licensed private equity firm for the
purpose of participating in the financing of $100,000,000 in secured bonds to finance the Project
on or before March 31, 2015.
$800,000 on the realization of a financing in the amount of no less than $80,000,000 in secured
bonds to finance the major portion of the Project on or before December 31, 2015.
$500,000 on the realization of a financing of no less than $30,000,000 in unsecured bonds to
satisfy an outstanding bond issue and working capital requirements on or before July 31, 2015.
$400,000 on the realization of construction financing of at least $40,000,000 to finance the
remainder of the Project on or before December 31, 2015.
$500,000 on the realization of a stock exchange listing in correlation with an equity offering of no
less than $10,000,000 on or before December 31, 2015.
1
Exhibit 10.12
Executive shall be entitled to 35% of the aggregate of amount of the Bonuses aforementioned in this
Section 4.(b)(ii) on execution of this Addendum.
Executive shall be further entitled to convert the remaining 65% of those amounts to be paid, in full or in
part, only against the realization of those defined objectives aforementioned in this Section 4.(b)(ii), into
shares of the Company’s common stock par value $0.01, at a conversion price of $0.25 per share.
2.
Except as expressly provided herein, the terms and conditions of the Employment Agreement
shall remain in full force and effect and shall bind be binding on the Parties.
IN WITNESS WHEREOF, the Parties have executed this Addendum effective as of the date first above.
EXECUTIVE
/s/ Xxxxx Xxxxxxx
Xxxxx Xxxxxxx
COMPANY
/s/ Xxxxxx X. Xxxxxxx
By: Xxxxxx X. Xxxxxxx
Title: Director
On behalf of the Board of Directors
2
