December 22, 2016 John Batter Emeryville, CA 94608 Dear John:
Exhibit 10.36
December 22, 2016
Xxxx Xxxxxx
0000 Xxxxxx Xxxxxx, Xxxxx 0000
Xxxxxxxxxx, XX 00000
Dear Xxxx:
In recognition of your continued work on strategic initiatives, this letter agreement (the “Letter Agreement”) confirms our understanding of certain enhancements which shall be extended to you in the event that Tribune Media Company, a Delaware corporation (“Parent”), sells to Xxxxxxx Holding and Finance B.V. (“Acquiror”) a majority of the capital stock of Gracenote, Inc. (“Gracenote”) or substantially all of the assets of Gracenote (a “Gracenote Sale”). Capitalized terms not otherwise defined herein shall have the same meaning as set forth in your employment agreement dated July 27, 2014 (as amended), between you and Parent (the “Employment Agreement”).
1. | In the event a Gracenote Sale occurs on or before December 31, 2017, such sale shall be treated as if it were a Change in Control, as set forth in your Employment Agreement. |
2. | If your employment is terminated without Cause in connection with a Gracenote Sale, you will be entitled to severance and other benefits as provided in, and subject to the terms and conditions of, your Employment Agreement. In addition, (a) your 2016 Annual Bonus shall be paid at 100% of your 2016 target amount ($800,000) in lieu of any other payment for your 2016 Annual Bonus and (b) in the event you do not become an employee of, but provide consultancy services to Gracenote or the Acquiror, such services shall not be deemed to be “replacement employment” under Section 9(b) of your Employment Agreement. |
To accept the enhancements provided under this Letter Agreement, please sign both copies of this Letter Agreement where indicated below and return a fully executed copy of this Letter Agreement by email to Xxxxxxx Xxxxxx, Sr. Director, Human Resources at xxxxxxx@xxxxxxxxxxxx.xxx no later than January 6, 2017.
Sincerely,
TRIBUNE MEDIA COMPANY
By: /s/ Xxxxxxxx Xxxxxxx
Name: Xxxxxxxx Xxxxxxx
Title: Executive Vice President
000 Xxxx 0xx Xxx, 00xx Xxxxx
Xxx Xxxx, XX 00000
AGREED AND ACCEPTED
I have read and accept the terms and conditions of this Letter Agreement:
/s/ Xxxx Xxxxxx December 22, 2016
Xxxx Xxxxxx Date
Phone: 000-000-0000
E-mail: Xxxxxxx@xxxxxxxxx.xxx
cc: Employee File
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