Attached files
| file | filename |
|---|---|
| 8-K - NUGEN HOLDINGS, INC. | v174836_8-k.htm |
| EX-10.15 - NUGEN HOLDINGS, INC. | v174836_ex10-15.htm |
| EX-10.11 - NUGEN HOLDINGS, INC. | v174836_ex10-11.htm |
| EX-10.12 - NUGEN HOLDINGS, INC. | v174836_ex10-12.htm |
| EX-10.13 - NUGEN HOLDINGS, INC. | v174836_ex10-13.htm |
| EX-10.14 - NUGEN HOLDINGS, INC. | v174836_ex10-14.htm |
InovaChem
44645
Guilford Drive, Suite 201,
Ashburn,
VA 20147
Telephone:
703.858.0036
February
9th, 2010
John
Salatino
38849
John Wolford Rd
Waterford,
VA 20197-1610
Dear
John,
This
letter is to confirm our understanding and agreement with respect to your
position as VP of Engineering and Programs of Inovachem. (the
“Company”)
The
following are the terms of your employment – these terms will be formalized in
the form of an employment agreement with the Company within the next 60
days.
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1.
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Term – your
contract will be for a term of 2
years
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2.
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Salary – your
base salary in the amount of $160,000 per annum is payable on a biweekly
basis in accordance with the Company’s standard payroll policy. At the
beginning of the second year of your contract your yearly salary will
increase by $20,000 to $180,000.
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3.
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Benefits - you
will be entitled to all standard Company benefits awarded to the Company’s
management.
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4.
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Sign-on bonus –
you will receive, within ten days, of an agreement, a sign-on bonus of
$20,000.
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5.
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Stock Option -
you will receive an option for a cashless purchase of 400,000 shares of
the Company’s common stock from its stock option plan with a termination
date of February 29, 2012 at an exercise price of $0.15 per share (today’s
“Fair Market Value” price). This stock option will vest immediately and
you will be allowed to exercise up to a maximum of 100,000 shares per
Allowed Period. Allowed Periods begin two
weeks prior to the following dates: August 31, 2010, February
28, 2011, and August 31, 2011 and February 29, 2012. Any options not
exercised during the Allowed Periods must be exercised before the final
period of allowance that is the two week period prior to February 29,
2012. In the event of change of ownership of the Company or if
Eric Takamura is no longer Chairman of the Board or CEO of the Company,
all shares will be allowed to be exercised as a cashless transaction at
the time of the change.
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6.
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Severance – If
your employment with the company should be terminated by the Company
without cause, you will be entitled to a severance pay equal to the
greater of the remaining term of your contract or six (6) months of your
annual salary and the right to exercise the remaining
options.
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7.
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Annual bonus -
You will be eligible for a variable bonus plan that is performance based.
The envisioned target for the year, if all Company goals are met, is 25%
of your base salary. Any bonus provided will be assessed on a quarterly
basis by the compensation committee and may be remunerated in cash and /
or the issuance of additional stock options (at the then “Fair Market
Value”). The performance criteria for the bonus will be based on three
mutual goals.
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InovaChem
44645
Guilford Drive, Suite 201,
Ashburn,
VA 20147
Telephone:
703.858.0036
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a)
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Personal
Performance - management of the ongoing business, working with
Senior Management to deliver profitability and future business growth and
working with the Board of Directors to establish directional strategies
and monitoring progress.
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b)
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Team
Performance - managing NuGen’s local team to deliver the projects
on time, budget and quality. Management of the organization to meet
highest standards in terms of strength of team, its training and
motivation, internal systems and
procedures.
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c)
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Company
Performance - includes financial factors of the company such as but
not limited too profitability and stability but additionally includes near
term strategic goals such as;
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- transforming
the company from an engineering organization to a supplier of recurrent sales
with its own manufacturing.
- consolidating
the engineering services and obtain future engineering service contracts to make
engineering self sufficient in terms of income.
This
remuneration package will be revisited at the end of the first year to consider
a performance-based bonus for the following years based on the Company overall
profitability and new business.
Please
indicate your acceptance by signing in the space indicated below.
ON BEHALF
OF THE BOARD OF DIRECTORS
InovaChem
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/s/ Eric Takamura
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Eric
Takamura,
Chairman
of the Board of Directors
Accepted:
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/s/John Salatino
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John
Salatino