Attached files
Exhibit 10.13
[RRTS LETTERHEAD]
Scott L. Dobak
4900 S. Pennsylvania Ave.
Cudahy, Wisconsin 53110
4900 S. Pennsylvania Ave.
Cudahy, Wisconsin 53110
Re: | Employment Terms |
Dear Scott:
The purpose of this letter is to set forth the Employment Terms regarding your employment by
Roadrunner Transportation Services Holdings, Inc., a Delaware corporation (the Company) and you
as the (Executive).
1. | Duties. You shall continue as the Vice President Sales and Marketing of the Company. | ||
2. | Term. Executive shall be employed subject to the election of both parties. | ||
3. | Compensation. Executives current base salary shall be $250,000 per annum, which may be increased from time to time in the discretion of the board of directors of the Company. | ||
4. | Executive Bonus. Executive will be eligible to participate in the Companys 2008 Management Bonus Plan and to receive awards under the Companys 2008 Incentive Compensation Plan. | ||
5. | Benefits. Executive will receive all benefits, including health insurance, as granted to other senior executives of the Company. The Company will agree to pay all cost for health insurance for Executive and Executives family. | ||
6. | Vacation. Executive shall be entitled to paid vacation in accordance with the Companys vacation policy for executive officers. | ||
7. | Termination. It is agreed that Executive is employed at will and may be terminated with or without Cause at any time upon ninety (90) days prior written notice. | ||
8. | Severance. In the event Executives employment is terminated by the Company for any reason other than for Cause (or if you terminate your employment with Good Reason), the Company shall continue to pay the Executive his current base salary (as in effect on the date hereof and in accordance with the Companys normal bi-monthly payroll practices) for a period of nine (9) months following the effective date of Executives termination of employment. During such nine-month period, the Executive and/or the Executives family, as the case may be, shall be eligible for participation in and shall receive all benefits under welfare benefit plans, practices, policies, and programs provided by the Company (including medical and group life plans and programs) as of the date hereof. In no event shall the Executive be obligated to seek other employment or take any other action by way of mitigation of the amounts payable to the Executive pursuant to this letter agreement. For purposes of this letter agreement, Cause and Good Reason shall have the definitions given to them in the Executives Stock Option and Shareholders Agreement with the Company, dated January 29, 2007. | ||
9. | Change of Control. If, during the one-year period following a Change of Control, the Company shall terminate the Executives employment other than for Cause, the |
Company shall pay Executive the amounts set forth in paragraph 8 above. For the purpose of this letter agreement, a Change of Control shall mean: |
(i) The acquisition, at any time after the date hereof, by any person, entity,
or group, within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities
Exchange Act of 1934, as amended (the Exchange Act), of beneficial ownership
(within the meaning of Rule 13d-3 promulgated under the Exchange Act) of 20% or more
of either the then outstanding shares of common stock or the combined voting power
of the then outstanding voting securities of the Company entitled to vote generally
in the election of directors; or
(ii) The eight (8) individuals who, as of the date hereof, constitute the Board
of Directors of the Company (as of the date hereof the Incumbent Board) cease for
any reason to constitute at least a majority of Companys Board of Directors;
provided that any person becoming a director subsequent to the date hereof whose
election, or nomination for election by the Companys stockholders, was approved by
a vote of at least a majority of the directors then comprising the Incumbent Board
shall be, for purposes of this letter agreement, considered as though such person
were a member of the Incumbent Board; or
(iii) Approval by the stockholders of the Company of (1) a reorganization,
merger, or consolidation with respect to which persons who were the stockholders of
the Company immediately prior to such reorganization, merger, or consolidation do
not, immediately thereafter, own more than 50% of the combined voting power entitled
to vote generally in the election of directors of the reorganized, merged, or
consolidated companys (or entitys) then outstanding voting securities in
substantially the same proportions as their ownership immediately prior to such
reorganization, merger, or consolidation, (2) a liquidation or dissolution of the
Company, or (3) the sale of all or substantially all of the assets of the Company,
unless the approved reorganization, merger, consolidation, liquidation, dissolution,
or sale is subsequently abandoned.
10. | Confidentiality, Non-Competition, and Non-Solicitation. The Companys obligation to pay severance amounts under paragraph 8 above is subject to (i) the Executives compliance with any confidentiality, non-competition, and non-solicitation agreements with the Company; and (ii) the Executives execution and delivery to the Company of a release, in form and substance reasonably acceptable to the Executive and the Company. | ||
11. | Governing Law. This Agreement shall be governed by the laws of the State of Delaware. |
Remainder of Page Intentionally Left Blank
2
If you agree with the foregoing, please execute in the space provided below. By executing
this letter agreement, you are also acknowledging and agreeing to the termination of your previous
employment letter, dated January 5, 2007. We look forward to continuing a long and rewarding
relationship.
ROADRUNNER TRANSPORTATION SERVICES HOLDINGS, INC. |
||||
By: | /s/ Mark A. DiBlasi | |||
Mark A. DiBlasi | ||||
Chief Executive Officer | ||||
By: | /s/ Scott L. Dobak | |||
Scott L. Dobak | ||||
Executive | ||||
3