AMENDMENT TO EXECUTIVE EMPLOYEE AGREEMENT DATED MARCH 1, 2006
Exhibit
10.7.1
AMENDMENT
TO EXECUTIVE EMPLOYEE AGREEMENT DATED MARCH 1, 2006
This AMENDMENT TO THE EXECUTIVE EMPLOYMENT AGREEMENT (dated March 1, 2006) (“Amendment”) is
made as of January 1, 2008 (“Amendment Effective Date”) by and between Energy Recovery Inc., a
Delaware corporation, with its principal offices at 0000 Xxxxxxxxx Xxxxx, Xxx Xxxxxxx, XX 00000
(the “Company”) and G. G. Pique, an individual (the “Executive”) (together, the “Parties”).
Pursuant to Article 5.11 of the Executive Employment Agreement, the parties hereby amend that
Agreement as follows:
Article 1.2. The Parties amend and replace Article 1.2 to read as follows:
Term. The term of Executive’s employment is hereby extended for two (2)
years ending on the second anniversary of the Amendment Effective Date.
Thereafter, the Executive Employment Agreement, as amended, shall automatically
terminate and Executive’s employment with the Company will become “at will.” “At
will” employment means that either the Company or Executive may terminate
Executive’s employment at any time with or without cause and with or without
notice. Such at-will employment cannot be changed except by a writing signed by
the Executive and a duly authorized executive or Board member of the Company.
Article 2.1(a). The Parties amend and replace Article 2.1(a) to read as follows:
Base Salary. Effective as of January 1, 2008, Executive’s base salary will
be $29,166.67 per month ($350,000 per annum), less any deductions required by law,
which shall continue to be paid in accordance with the Company’s normal and
customary payroll practices, but no less frequently than monthly. The Executive’s
base salary shall be reviewed annually and may be reasonably adjusted in the sole
discretion of the Company.
Article 2.1(b). The Parties amend and replace Article 2.1(b) to read as follows:
Annual Bonus.
(i) The Executive shall be eligible to participate in the Company’s annual bonus
program and shall be eligible to earn an annual bonus in an amount not to exceed
one (1) times his base salary. If the Executive is eligible to earn an annual
cash bonus, the exact amount of the Executive’s annual cash bonus, if any, shall
be determined by the Company pursuant to the attainment of performance goals as
set forth in a performance matrix prepared by the Company.
(ii) At the end of the second year from the Amendment Effective Date, all of the
Executive’s stock options granted under his 2006 Equity Compensation
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Grant pursuant to Article 2.1(c) of his Executive Employment Agreement shall
immediately and fully vest.
Article 3.1(a)(iv). The Parties amend and replace Article 3.1(a)(iv) to read as follows:
| (TOO VAGUE TO CONSTITUTE CAUSE) |
Article 3.2(e)(i)(D). The Parties amend and replace Article 3.2(e)(i)(D) to read as follows:
| any material reduction, limitation or failure to pay or provide any of the compensation provided to the Executive under Article 2.1 of this Agreement or any other agreement or understanding between the Executive and the Company, or pursuant to the Company’s policies and past practices, as of the date immediately prior to the Change in Control; or | OK |
Article 3.2(e)(ii). The Parties add Article 3.2(e)(ii)(E) as follows:
| “Change in Control,” as defined above, shall not in any instance be construed to include the Company’s IPO or any event occurring in connection with or as a result of the Company’s IPO. | OK |
All other
terms contained in the Executive Employment Agreement shall continue in full force and
effect.
WITNESS, the execution of this Amendment as of the date first above written.
| “Employee” | “Company” | |||||||||
| Energy Recovery Inc. | ||||||||||
By:
|
/s/ G.G. Pique
|
By: | /s/ Hans Xxxxx Xxxxxxxx
|
|||||||
7 January 08
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