March 24, 2011 Mr. Michael E. McGrath 15116 Vizcaya Drive Dallas, TX 75248 Re: Third Amendment to Terms and Conditions of Employment Dear Michael:Terms and Conditions of Employment • March 24th, 2011 • Thomas Group Inc • Services-management consulting services
This letter will evidence the terms and conditions relating to an amendment of the letter agreement entered into by Thomas Group, Inc. (the "Company") and you dated February 19, 2008, as previously amended by the Amendment to Terms and Conditions of Employment entered into by the Company and you and dated March 3, 2009 (the Employment Letter") and subsequently amended March 2, 2010.
QuickLinks -- Click here to rapidly navigate through this documentRetention Pay Agreement • March 24th, 2011 • Thomas Group Inc • Services-management consulting services • Texas
Thomas Group, Inc. (the "Company") has determined that you are part of the team that is essential to the continuity of its operations and its future success. In order to encourage you to enhance and preserve the value of the Company and to ensure your continuing support, the Company considers it appropriate to provide you with a retention pay agreement (this "Agreement") on and subject to the terms and conditions set forth below:
