SUPPLEMENTAL SEPARATION AGREEMENT
Exhibit
10.17
This
Supplemental Separation Agreement ("Agreement") between APA ENTERPRISES, INC.
("APA") and XXXX X. XXXX ("AKJ") supplements the Amended and Restated Agreement
Regarding Employment/Compensation Upon Change In Control dated September 15,
2005 (the "2005 Agreement") between APA and AKJ.
1. AKJ
hereby resigns as an employee and as Chief Executive Officer and Chief Financial
Officer effective June 28, 2007, at the request of the Board of Directors of
APA.
2. Termination
of AKJ's employment and resignation as Chief Executive Officer and Chief
Financial Officer of APA is agreed by AKJ and APA to be "involuntary" on the
part of AKJ and not due to a Change in Control or for Cause as those terms
are
defined in the 2005 Agreement. Thus, AKJ is entitled to the
separation benefits listed in Section 6 of the 2005 Agreement and no benefits
under any other section of the 2005 Agreement.
3. Pursuant
to Section 6 of the 2005 Agreement, APA shall make the following payments to
AKJ:
|
Type
of Payment
|
Amount
|
When
Paid
|
||
|
Accrued
planned time off (PTO)
|
$67,561.74
|
One
lump sum payment on or before July 13, 2007
|
||
|
Accrued
Bonus
|
$0
|
N/A
|
||
|
Continuation
of Salary
|
Continued
at rate in effect as of June 30, 2007. Accrued for three month
periods
|
Each
three month accrual paid on the Company's second payroll date in
the third
month of each calendar quarter with the 1st
payment on
9/21/07, except that the last payment (which shall be a full three
month
accrual) shall be paid on 6/12/09.
|
4. During
the term of payment of separation pay under Section 6 of the 2005 Agreement,
AKJ
will not be provided any benefits at APA's expense. However, AKJ may
participate in any standard health benefit provided by APA by electing to so
participate and by providing for a deduction from his separation pay for the
cost of the benefit or reimbursing APA for the full amount of expenses incurred
by APA in providing the designated benefits.
|
/s/
Xxxx X. Xxxx
|
|||
|
Xxxx
X. Xxxx, Ph.D
|
|||
|
By:
|
/s/
Xxxxxx X. Xxxx
|
||
|
Its
|
Chairman
of the Board
|
||
-2-
