EXHIBIT 10.1
From: Xxxx XXxxxx [mailto:xxxx.xxxxxx0@xxxxx.xxx]
Sent: Tuesday, November 16, 2010 8:07 AM
To: Xxxx X Xxxxx
Subject: Re: X'Xxxxx Terms/Agreement
Xxxx,
It looks good. Let's put together a formal agreement.
Thanks,
Bill
On Mon, Nov 15, 2010 at 11:09 AM, Xxxx X Xxxxx wrote:
Bill,
Based on your conversations and meetings with Xxx, confirmed during our call
this morning, you have agreed:
- to join Bion as its CEO commencing approximately January 1, 2011;
- the term of service shall be 4 years;
- you will serve as Bion's CEO;
- you will also be a member of Bion's Board of Directors;
- your base compensation will be $300,000/year plus medical insurance
allowance/allocation;
- you are being granted options to purchase 750,000 shares of Bion's common
stock with an exercise price of $3.10/share (the market price of Bion's
common stock when we 'shook hands over the phone' this morning) of which:
a - all shall be granted effective immediately;
b - 300,000 shall be vested immediately (subject only to pro-rata reduction
if you elect to leave Bion or you are terminated for cause), &
c - 450,000 of which shall vest in equal quarterly tranches over years
2,3 & 4 of the term.
- no relocation shall be required; &
- when Bion establishes a 'management bonus pool' or similar arrangement, you
will be a participant.
If you agree that the above are the material terms of the agreement, please
confirm by email to me.
We will then incorporate these terms in a more formal agreement that will be
executed before the end of the year.
Mark
Xxxx X. Xxxxx
President & General Counsel
Bion Environmental Technologies, Inc.
303-517-5302(cel)/719-256-5329(hm off)/000-000-0000(fax)
The information contained in this communication is confidential, intended
only for the use of the recipient named above and may be legally privileged.
If the reader of this message is not the intended recipient or person
responsible to deliver it to the intended recipient, you are hereby notified
that any dissemination, distribution or copying of this communication is
strictly prohibited. This communication is intended for information purposes
only and should not be regarded as an offer to sell or as a solicitation of
any kind. Any information set forth may have been obtained from sources which
we believe reliable, but we cannot guarantee its accuracy. Email
transmission cannot be guaranteed to be secure or error free. Therefore we do
not represent that this information is correct or accurate, and it should not
be relied upon as such. All information is subject to change without notice.