AMENDED AND RESTATED INTERIM EXECUTIVE AGREEMENT
Exhibit 10.1
EXECUTION VERSION
AMENDED AND RESTATED INTERIM EXECUTIVE AGREEMENT
This Amended and Restated Interim Executive Agreement (“Agreement”) is made and entered into as of the date of the last signature below with effectiveness from August 31, 2023 (the “Extension Effectiveness Date”), by and between RE/MAX, LLC, a Delaware limited liability company (the “Company”), and Xxxxxxx X. Xxxxx (“Employee”) as an amendment and restatement of the Interim Executive Agreement previously executed and delivered by the parties to this Agreement (the “Original Agreement”).
1. Employment. Beginning on March 1, 2022 (the “Effective Date”), the Company shall employ Employee, and Employee shall serve, as interim Co-Chief Executive Officer of the Company and RE/MAX Holdings, Inc. (“Holdings”) and, beginning on April 1, 2022 through the remainder of the Additional Employment Period (as defined in Section 4), the Company shall employ Employee, and Employee shall serve, as Chief Executive Officer of the Company and Holdings on an interim basis until a new Chief Executive Officer of the Company and Holdings is appointed. Notwithstanding the foregoing, if the Additional Employment Period (as defined in Section 4) continues beyond the date that a new Chief Executive Officer of Holdings is appointed, as of the date of such appointment, Employee’s title shall become “Executive Advisor.” In addition, Employee shall (a) continue to serve as a member of the board of directors of Holdings (the “Board”) during the Employment Period and Additional Employment Period and during such time period he will receive no additional consideration for such service and (b) to the extent requested by Holdings, serve during the Employment Period and Additional Employment Period on the Finance Committee of the Board for no additional consideration. Further, upon the Execution Date applicable with respect to the Original Agreement, Employee shall be deemed to have automatically resigned from the Compensation Committee and the Nominating and Corporate Governance Committee of the Board.
2. Duties and Responsibilities of Employee.
(a) During the Employment Period and the Additional Employment Period, Employee shall devote all necessary business time, ability and attention to the businesses of the Company, Holdings and their respective direct and indirect subsidiaries (collectively, the Company, Holdings and their respective direct and indirect subsidiaries are referred to as the “Company Group”), as may be requested by the Company or Holdings from time to time. Employee’s duties and responsibilities shall include those normally incidental to the position(s) identified in Section 1, as well as such additional duties as may be assigned to Employee by the Company Group from time to time and consistent with his role a Chief Executive Officer of the Company and Holdings. Employee may, without violating this Section 2(a), (i) own as a passive investment, publicly traded securities in such form or manner as will not require any services by Employee in the operation of the entities in which such securities are owned; (ii) engage in charitable and civic activities; (iii) may serve on any boards of directors or boards of advisors identified to the Company and listed in Exhibit A, or approved in advance by the Board (which consent will not be unreasonably withheld, conditioned or delayed) or (iv) with the prior written consent of the Board, engage in other personal and passive investment activities, in each case, so long as such ownership, interests or activities do not interfere with Employee’s ability to fulfill Employee’s duties and responsibilities under this Agreement and are not inconsistent with Employee’s obligations to any member of the Company Group or competitive with the business of any member of the Company Group.
(b) Employee hereby represents and warrants that Employee is not the subject of, or a party to, any employment agreement, non-competition, non-solicitation, restrictive covenant, non-disclosure agreement, or any other agreement, obligation, restriction or understanding that would prohibit Employee from executing this Agreement or fully performing each of Employee’s duties and responsibilities hereunder, or would in any manner, directly or indirectly, limit or affect any of the duties and responsibilities that may now or in the future be assigned to Employee hereunder. Employee expressly acknowledges and agrees that Employee is strictly prohibited from using or disclosing any confidential information belonging to any prior employer in the course of performing services for any member of the Company Group, and Employee promises that Employee shall not do so. Employee shall not introduce documents or other materials containing confidential information of any such prior employer to the premises or property (including computers and computer systems) of any member of the Company Group.
(c) Employee owes each member of the Company Group fiduciary duties (including (i) duties of loyalty and disclosure and (ii) such fiduciary duties applicable to officers of Holdings), and the obligations described in this Agreement are in addition to, and not in lieu of, the obligations Employee owes each member of the Company Group under statutory and common law.
(c) Option Award. In consideration of Employee entering into the Original Agreement, on or as soon as practicable following the Execution Date applicable with respect to the Original Agreement, Employee shall be granted a stock option award with respect to a number of shares of Class A common stock of Holdings having an aggregate fair market value, as determined by the Board (or a committee thereof) on the applicable date of grant, of $1,000,000 (the “Option Award”) under the RE/MAX Holdings, Inc. 2013 Omnibus Incentive Plan (as amended from time to time, the “Plan”) pursuant to the award agreement attached hereto as Exhibit B (the “Option Agreement”). The Option Award shall be subject to and governed by the terms and conditions of the Plan and the Option Agreement.
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(d) At the beginning of each calendar month during the Additional Employment Period (other than any months that begin on or after the CEO Start Date, as defined in Section 7(b) below), commencing with September 1, 2023, Employee shall be entitled to a grant of restricted stock units (the “Additional Employment Period RSUs”) with a grant date fair value of $100,000. The Additional Employment Period RSUs shall vest on the CEO Start Date, subject to (i) Employee’s Continuous Service (as defined in the RE/MAX Holdings, Inc. 2023 Omnibus Incentive Plan) through such date and (ii) the other terms and conditions set forth in the award agreement form, which is attached hereto as Exhibit C. Each such monthly grant of Additional Employment Period RSUs shall be made as soon as practicable following the first day of each applicable calendar month, but in no event later than the tenth day of the applicable month.
(i) Up to two round-trip flights per month on a private jet from an airport located near Employee’s residence in Florida (or other U.S. based location) to Denver, Colorado;
(ii) Round-trip flights on a private jet from an airport located near Employee’s residence in Florida (or other U.S. based location) to meetings or events that the Lead Independent Director of the Board reasonably requests for Employee to attend, including but not limited to:
(A) the RE/MAX R4 convention, the RE/XXX Xxxxxx Owner Conference, the Motto MILE meeting, the RE/MAX Premier Broker Summit/Catalyst meeting, and any other event sponsored by a member of the Company Group; and
(B) any non-deal road shows, investor days, or similar events.
(iii) If any of the benefits received or to be received by Employee in connection with this Section 3(e) are determined to result in federal, state or local income or employment taxes being owed by Employee (any such taxes, the “Additional Taxes”), the Company shall pay to Employee an additional amount (the “Additional Payment”) such that the net amount retained by Employee, after giving effect to any federal, state and local income and employment taxes on the Additional Payment, equals the Additional Taxes. The Additional Payment shall be paid to Employee as soon as practicable following the determination of the Additional Taxes (but in any event not later than the close of Employee’s taxable year following the taxable year in which the Additional Taxes are incurred by Employee).
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(g) Employee is not eligible to participate in Company’s or Holdings’ annual short-term incentive bonus program and is not otherwise eligible to receive an annual or short-term incentive bonus from any member of the Company Group for the 2022 or 2023 year. Employee is not eligible to participate in the change in control or severance plans or policies of any member of the Company Group and, except as expressly provided in this Agreement, is not otherwise eligible to receive (i) benefits in connection with or upon a change in control or (ii) severance benefits.
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(i) If Employee’s employment hereunder is terminated by the Company for Cause, then Employee shall be: (A) paid any previously earned but unpaid Base Salary through the date of termination, if any, which shall be paid in conformity with the Company’s customary payroll practice, (B) reimbursed for any business expenses incurred by but not yet paid to the Employee, pursuant to Section 5 above, (C) entitled to any vested benefits under any benefit plans and programs described in Section 6, above, and (D) paid or provided with any other amounts or benefits, as required by applicable law, which shall be paid in the time period required by applicable law (the “Accrued Obligations”).
(ii) If Employee’s employment hereunder is terminated by the Company without Cause (and not under the circumstances described in Section 7(b)), then Employee shall be paid the Accrued Obligations plus one additional month of Base Salary.
(iii) For purposes of this Agreement, “Cause” shall mean:
(A) Employee’s willful or grossly negligent performance of any act or willful or grossly negligent failure to perform any act in bad faith and to the detriment of any member of the Company Group;
(B) Employee’s intentional dishonesty, intentional misconduct or willful or grossly negligent and material breach of this Agreement or any other agreement with any member of the Company Group to the detriment of any member of the Company Group; or
(C) Employee’s conviction or plea of guilty or no contest to a crime involving dishonesty or breach of trust, or physical or emotional harm to any person.
For purposes of this subsection (iii), no act, or failure to act, on Employee’s part shall be deemed “willful” or “intentional” unless done, or omitted to be done, by Employee not in good faith and without the reasonable belief that the Employee’s action or omission was in the best interest of the Company. Notwithstanding the foregoing, Employee shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to Employee a copy of a resolution duly adopted by the affirmative vote of a majority of the independent members of the Board at a meeting of such members (after reasonable notice to Employee and an opportunity for Employee together with Employee’s counsel, to be heard before such members of the Board), finding that Employee has engaged in the conduct set forth above in this subsection (iii) and specifying the particulars thereof in detail. Finally, to the extent curable, the Employee shall have a period of ten (10) days to cure any such conduct, and in the event that such conduct is cured to the reasonable satisfaction of the Board, Cause shall not exist for purposes of this Agreement; provided however, that, if the Company reasonably expects irreparable injury from a delay of ten (10) days, the Company may give Employee notice of such shorter period within which to cure as is reasonable under the circumstances, which may include the termination of the Employee’s employment without notice and with immediate effect.
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8. Disclosures. Promptly (and in any event, within three (3) Business Days) upon becoming aware of (a) any actual or potential Conflict of Interest or (b) any lawsuit, claim or arbitration filed against or involving Employee or any trust or entity owned or controlled by Employee, in each case, Employee shall disclose such actual or potential Conflict of Interest or such lawsuit, claim or arbitration to the Board. A “Conflict of Interest” shall exist when Employee engages in, or plans to engage in, any activities, associations, or interests that Employee reasonably believes will conflict with Employee’s duties, responsibilities, authorities, or obligations for and to the Company Group as required in accordance with the terms of this Agreement. As used herein, the term “Business Day” means any day except a Saturday, Sunday or other day on which commercial banks in Denver, Colorado, are authorized or required by law to be closed.
(a) Both during the Employment Period and the Additional Employment Period and thereafter, except as expressly permitted by this Agreement or by directive of the Board, Employee shall not disclose any Confidential Information to any person or entity and shall not use any Confidential Information obtained in connection with Employee’s employment pursuant to this Agreement or affiliation with the Company Group as a Board member except for the benefit of the Company Group. Employee shall follow all Company policies and protocols regarding the security of all documents and other materials containing Confidential Information (regardless of the medium on which Confidential Information is stored). The covenants of this Section 9(a) shall apply to all Confidential Information, whether now known or later to become known to Employee during the period that Employee is employed by the Company or any other member of the Company Group.
(b) Notwithstanding any provision of Section 9(a) to the contrary, Employee during the Employment Period and the Additional Employment Period may make the following disclosures and uses of Confidential Information:
(i) disclosures to other employees of the Company Group who have a need to know the information in connection with the businesses of the Company Group;
(ii) disclosures to customers and suppliers when, in the reasonable and good faith belief of Employee, such disclosure is in connection with Employee’s performance of Employee’s duties under this Agreement and is in the best interests of the Company Group;
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(iii) disclosures and uses that are approved in writing by the Board; or
(iv) disclosures to a person or entity that has (x) been retained by a member of the Company Group to provide services to one or more members of the Company Group and (y) agreed in writing to abide by the terms of a confidentiality agreement or has a similar obligation of confidentiality to the Company Group.
(c) Following the expiration of the Additional Employment Period, at any time upon request of the Company, Employee shall promptly surrender and deliver to the Company all documents (including electronically stored information) and all copies thereof and all other materials of any nature containing or pertaining to all Confidential Information and any other Company Group property (including any Company Group-issued computer, mobile device or other equipment) in Employee’s possession, custody or control and Employee shall not retain any such documents or other materials or property of the Company Group following such request. Within five (5) days of any such request, Employee shall certify to the Company in writing (including by e-mail) that all such documents, materials and property have been returned to the Company and deleted from any electronic devices in his possession or control.
(d) For purposes of this Agreement, “Confidential Information” shall mean all non-public information and materials of or pertaining to any member of the Company Group in any form or medium including all notes, analyses, compilations, copies, documents, recordings, summaries, reproductions, copies, translations, electronic copies or versions (in any medium including video, email, audio, video, MP3, or voicemail) regardless of where the same may have been lodged including on any personal devices of Employee, including information and materials: generated by Employee or third parties; received by a member of the Company Group from third parties; concerning or pertaining to the Company Group or its business in any respect including information as to any Company Group member’s business practices, operations, prospects, franchisees and franchisee agreements; or legal information and advice. Confidential Information shall include, without limitation, information: protected by any and all non-disclosure agreements signed by Employee during employment; concerning claims against or by any member of the Company Group, legal issues and advice, or other information or communications acquired by Employee in Employee’s capacity as an employee of any member of the Company Group; regarding all education or training programs and materials developed by the Company Group or acquired from a third party (including but not limited to Momentum); contained in a Company Group member’s financial records; concerning regional, agent and franchise agreements, prospects, events, information technology techniques and arrangements, processes and procedures for creating IT related resources, contemplated products and services and agreement terms; concerning past acquisitions (closed or not closed) and acquisitions being planned or considered, concerning data and issues related to public filings, and concerning purchasing information and other business, marketing, sales, strategic and operational data of the Company Group and its franchisees. Confidential Information includes all other information and materials which are of a propriety or confidential nature, even if they are not marked as such. Moreover, all documents, videotapes, written presentations, brochures, drawings, memoranda, notes, records, files, correspondence, manuals, models, specifications, computer programs, e-mail, voice mail, electronic databases, maps, drawings, architectural renditions, models and all other writings or materials of any type including or embodying any of such information, ideas, concepts, improvements, discoveries, inventions and other similar forms of expression are and shall be the sole and exclusive property of the Company Group and be subject to the same restrictions on disclosure applicable to all Confidential Information pursuant to this Agreement. For purposes of this Agreement, Confidential Information shall not include any information that (i) is or becomes generally available to the public other than as a result of a disclosure or wrongful act of Employee or any of Employee’s agents; (ii) was available to Employee on a non-confidential basis before its disclosure by a member of the Company Group; or (iii) becomes available to Employee on a non-confidential basis from a source other than a member of the Company Group; provided, however, that, to the knowledge of Employee, such source is not bound by a confidentiality agreement with, or other obligation with respect to confidentiality to, a member of the Company Group.
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(e) Notwithstanding the foregoing, nothing in this Agreement shall prohibit or restrict Employee from lawfully (i) initiating communications directly with, cooperating with, providing information to, causing information to be provided to, or otherwise assisting in an investigation by, any governmental authority regarding a possible violation of any law; (ii) responding to any inquiry or legal process directed to Employee from any such governmental authority; (iii) testifying, participating or otherwise assisting in any action or proceeding by any such governmental authority relating to a possible violation of law, or (iv) making any other disclosures that are protected under the whistleblower provisions of any applicable law. Additionally, pursuant to the federal Defend Trade Secrets Act of 2016, an individual shall not be held criminally or civilly liable under any federal or state trade secret law for the disclosure of a trade secret that: (A) is made (1) in confidence to a federal, state or local government official, either directly or indirectly, or to an attorney and (2) solely for the purpose of reporting or investigating a suspected violation of law; or (B) is made to the individual’s attorney in relation to a law suit for retaliation against the individual for reporting a suspected violation of law or (C) is made in a complaint or other document filed in a law suit or proceeding, if such filing is made under seal. Nothing in this Agreement requires Employee to obtain prior authorization before engaging in any conduct described in this paragraph, or to notify the Company that Employee has engaged in any such conduct.
10. Non-Competition; Non-Solicitation.
(a) The Company Group shall provide Employee access to trade secrets, as defined in C.R.S. § 7-74-101, et seq., for use during the Employment Period and the Additional Employment Period, and Employee acknowledges and agrees that the Company Group will be entrusting Employee, based on Employee’s unique and special capacity as a senior executive, with trade secrets, and in consideration of the Company providing Employee with access to such trade secrets and as an express incentive for the Company to enter into this Agreement and employ Employee, Employee has voluntarily agreed to the covenants set forth in this Section 10. Employee agrees and acknowledges that the limitations and restrictions set forth herein, including geographical and temporal restrictions on certain competitive activities, are reasonable in all respects, will not cause Employee undue hardship, and are material and substantial parts of this Agreement intended and necessary to protect the Company Group’s trade secrets and legitimate business interests.
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(b) During the Prohibited Period, Employee shall not, without the prior written approval of the Board, directly or indirectly, for Employee or on behalf of or in conjunction with any other person or entity of any nature:
(i) engage in or participate within the Market Area in competition with any member of the Company Group in any aspect of the Business by directly or indirectly (A) owning, managing, operating or being an officer or director of any business that competes with any member of the Company Group in the Market Area, or (B) joining, becoming an employee or consultant of, or otherwise being affiliated with, any person or entity engaged in, or planning to engage in, the Business in the Market Area in competition with any member of the Company Group in any capacity (with respect to this clause (B)) in which Employee’s duties or responsibilities are the same as or similar to the duties or responsibilities that Employee had on behalf of any member of the Company Group;
(ii) appropriate any Business Opportunity of, or relating to, any member of the Company Group located in the Market Area;
(iii) solicit, canvass, approach, encourage, entice or induce any customer, franchisee, real estate sales associate, loan originator, or regional owner of a franchise (A) to end their franchise or contract (or reduce their business) with any member of the Company Group or (B) to enter into any service to Employee or any other business, organization, program or activity, in each case (with respect to this clause (B)) that competes with the Business; or
(iv) solicit, canvass, approach, encourage, entice or induce any employee or contractor of any member of the Company Group to terminate his, her or its employment or engagement with any member of the Company Group.
Notwithstanding the foregoing, nothing in this Section 10 shall restrict Employee from engaging or participating in any activity permitted pursuant to Section 2(a).
(c) Because of the difficulty of measuring economic losses to the Company Group as a result of a breach or threatened breach of the covenants set forth in this Section 10, and because of the immediate and irreparable damage that would be caused to the members of the Company Group for which they would have no other adequate remedy, the Company and each other member of the Company Group shall be entitled to enforce the foregoing covenants, in the event of a breach or threatened breach, by injunctions and restraining orders from any court of competent jurisdiction, without the necessity of showing any actual damages, and without the necessity of posting any bond or other security. The aforementioned equitable relief shall not be the Company’s or any other member of the Company Group’s exclusive remedy for a breach but instead shall be in addition to all other rights and remedies available to the Company and each other member of the Company Group at law and equity.
(d) The covenants in this Section 10, and each provision and portion hereof, are severable and separate, and the unenforceability of any specific covenant (or portion thereof) shall not affect the provisions of any other covenant (or portion thereof). Moreover, in the event any court of competent jurisdiction shall determine that the scope, time or territorial restrictions set forth are unreasonable, then it is the intention of the parties that such restrictions be enforced to the fullest extent which such court deems reasonable, and this Agreement shall thereby be reformed.
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(e) The following terms shall have the following meanings:
(i) “Business” shall mean the business, operations, products and services that are the same or similar to those performed by the Company and any other member of the Company Group for which Employee provides services or about which Employee obtains trade secret information during the Employment Period and the Additional Employment Period, which business and operations include but are not limited to: (A) franchising real estate brokerages, franchising mortgage brokerages, real estate brokerages, mortgage lending, or mortgage brokerages; or (B) website or mobile applications designed for the display of real estate listing data, or lead generation or business development for franchising real estate brokerages, franchising mortgage brokerages, real estate brokerages, or mortgage brokerages.
(ii) “Business Opportunity” shall mean any commercial, investment or other business opportunity relating to the Business.
(iii) “Market Area” shall mean any geographic area in the United States or internationally in which any member of the Company Group conducts Business during the Prohibited Period.
(iv) “Prohibited Period” shall mean the period during which Employee is employed by any member of the Company Group pursuant to this Agreement and continuing for a period of twelve (12) months following the date that Employee is no longer employed by any member of the Company Group pursuant to this Agreement.
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15. Governing Law; Venue; Waiver of Right to a Jury Trial and Class Action. This Agreement has been negotiated within the State of Colorado, and this Agreement will be governed by and construed according to the internal laws of the State of Colorado. In the event of any dispute between Employee and the Company, including any dispute concerning, arising out of, or otherwise in connection with this Agreement, the exclusive venue in which such dispute shall be resolved will be the appropriate state or federal court located in Denver, in the State of Colorado, to which all parties hereby consent to personal jurisdiction. WITH RESPECT TO ANY SUCH DISPUTE, EACH PARTY TO THIS AGREEMENT XXXXXX KNOWINGLY, VOLUNTARILY AND INTENTIONALLY AGREES TO WAIVE ANY RIGHT SUCH PARTY MAY HAVE TO A JURY TRIAL AND FURTHER AGREES THAT ALL SUCH DISPUTES WILL BE RESOLVED SOLELY BY A JUDGE. BY SIGNING THIS AGREEMENT, EMPLOYEE AND COMPANY ARE EACH GIVING UP HIS/ITS RIGHT TO A JURY TRIAL. EMPLOYEE AND COMPANY AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN HIS/ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.
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If to the Company, addressed to:
RE/MAX, LLC
0000 Xxxxx Xxxxxxxx Xxxxxx
Denver, Colorado 80237-2712
Attn: General Counsel
With a copy by e-mail, which shall not constitute notice, to: xxxxx@xxxxx.xxx
If to Employee, at Employee’s last known address on file with the Company.
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(a) Notwithstanding any provision of this Agreement to the contrary, all provisions of this Agreement are intended to comply with Section 409A of the Internal Revenue Code of 1986 (the “Code”), and the applicable Treasury regulations and administrative guidance issued thereunder (collectively, “Section 409A”) or an exemption therefrom and shall be construed and administered in accordance with such intent. Any payments under this Agreement that may be excluded from Section 409A either as separation pay due to an involuntary separation from service or as a short-term deferral shall be excluded from Section 409A to the maximum extent possible. For purposes of Section 409A, each installment payment provided under this Agreement shall be treated as a separate payment. Any payments to be made under this Agreement that constitute “nonqualified deferred compensation” within the meaning of Section 409A and are payable upon a termination of Employee’s employment, or for which a termination of Employee’s employment is intended to be treated as a “substantial risk of forfeiture” for purposes of Section 409A, shall only be made if such termination of employment constitutes a “separation from service” under Section 409A.
(b) To the extent that any right to reimbursement of expenses or payment of any benefit in-kind under this Agreement constitutes nonqualified deferred compensation (within the meaning of Section 409A), (i) any such expense reimbursement shall be made by the Company no later than the last day of Employee’s taxable year following the taxable year in which such expense was incurred by Employee, (ii) the right to reimbursement or in-kind benefits shall not be subject to liquidation or exchange for another benefit, and (iii) the amount of expenses eligible for reimbursement or in-kind benefits provided during any taxable year shall not affect the expenses eligible for reimbursement or in-kind benefits to be provided in any other taxable year; provided, that the foregoing clause shall not be violated with regard to expenses reimbursed under any arrangement covered by Section 105(b) of the Code solely because such expenses are subject to a limit related to the period in which the arrangement is in effect.
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(c) Notwithstanding any provision in this Agreement to the contrary, if any payment or benefit provided for herein would be subject to additional taxes and interest under Section 409A if Employee’s receipt of such payment or benefit is not delayed until the earlier of the date of Employee’s death or the date that is six (6) months after the date of Employee’s separation from service (such date, the “Section 409A Payment Date”), then such payment or benefit shall not be provided to Employee (or Employee’s estate, if applicable) until the Section 409A Payment Date. Notwithstanding the foregoing, the Company makes no representations that the payments and benefits provided under this Agreement are exempt from, or compliant with, Section 409A and in no event shall any member of the Company Group be liable for all or any portion of any taxes, penalties, interest or other expenses that may be incurred by Employee on account of non-compliance with Section 409A.
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IN WITNESS WHEREOF, Employee and the Company have caused this Agreement to be executed as of the date of the last signature below, effective for all purposes as provided above on the Effective Date.
EMPLOYEE | |
/s/ Xxxxxxx X. Xxxxx | |
Xxxxxxx X. Xxxxx | |
Date: August 31, 2023 |
COMPANY | ||
By: | /s/ Xxxxx Xxx | |
Xxxxx Xxx | ||
Lead Independent Director | ||
August 31, 2023 |
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