Other Additional Benefits. (a) In return for ▇▇▇▇▇▇’▇ promises, obligations, acknowledgements, agreements, warranties and representations as set forth in this Agreement and the Release Agreement, Intermex LLC will provide ▇▇▇▇▇▇ a neutral letter of reference providing only the position he most recently held and the dates of his employment. Said neutral letter of reference shall be provided within 14 days of ▇▇▇▇▇▇’▇ execution of the Release Agreement, provided that: (a) ▇▇▇▇▇▇ executes the Release Agreement following the Termination Date; (b) ▇▇▇▇▇▇ does not revoke either this Agreement or the Release Agreement within the seven calendar day revocation set forth in this Agreement and the Release Agreement, respectively and (c) ▇▇▇▇▇▇ otherwise complies with the terms of this Agreement and the Release Agreement. (b) In return for ▇▇▇▇▇▇’▇ promises, obligations, acknowledgements, agreements, warranties and representations as set forth in this Agreement and the Release Agreement, Interwire and ▇▇▇▇▇▇ acknowledge, understand and agree: (i) that the total number of Class A Units held by ▇▇▇▇▇▇ on the Termination Date is 4,000 Class A Units. For the purposes of this Agreement, the term “Units” shall be defined as set forth in the LLC Agreement. ▇▇▇▇▇▇ acknowledges and agrees that of these 4,000 Class A Units (hereinafter referred to as “▇▇▇▇▇▇ Class A Units”), 4,000 are vested and zero (0) are unvested.
Appears in 1 contract
Sources: Employment Agreement (International Money Express, Inc.)
Other Additional Benefits. (a) In return for ▇▇▇▇▇▇’▇ promises, obligations, acknowledgements, agreements, warranties and representations as set forth in this Agreement and the Release Agreement, Intermex LLC will provide ▇▇▇▇▇▇ a neutral letter of reference providing only the position he most recently held and the dates of his employment. Said neutral letter of reference shall be provided within 14 days of ▇▇▇▇▇▇’▇ execution of the Release Agreement, provided that: (a) ▇▇▇▇▇▇ executes the Release Agreement following the Termination Date; (b) ▇▇▇▇▇▇ does not revoke either this Agreement or the Release Agreement within the seven calendar day revocation set forth in this Agreement and the Release Agreement, respectively and (c) ▇▇▇▇▇▇ otherwise complies with the terms of this Agreement and the Release Agreement.
(b) In return for ▇▇▇▇▇▇’▇ promises, obligations, acknowledgements, agreements, warranties and representations as set forth in this Agreement and the Release Agreement, Interwire and ▇▇▇▇▇▇ acknowledge, understand and agree:
(i) that the total number of Class A Units held by ▇▇▇▇▇▇ on the Termination Date is 4,000 Class A Units. For the purposes of this Agreement, the term “Units” shall be defined as set forth in the LLC Agreement. ▇▇▇▇▇▇ acknowledges and agrees that of these 4,000 Class A Units (hereinafter referred to as “▇▇▇▇▇▇ Class A Units”), 4,000 are vested and zero (0) are unvested.
(ii) the total number of Class B Units held by ▇▇▇▇▇▇ is 750,000 Class B Units. ▇▇▇▇▇▇ acknowledges and agrees that of these 750,000 Class B Units (hereinafter referred to as “▇▇▇▇▇▇ Class B Units”), 750,000 are vested and zero (0) are unvested.
(iii) the total number of Class C Units held by ▇▇▇▇▇▇ is 375,000 Class C Units. ▇▇▇▇▇▇ acknowledges and agrees that of these 375,000 Class C Units (hereinafter referred to as “▇▇▇▇▇▇ Class C Units”), zero (0) are vested and 375,000 are unvested.
(iv) that the total number of Class D Units held by ▇▇▇▇▇▇ is 375,000 Class D Units. ▇▇▇▇▇▇ acknowledges and agrees that of these 375,000 Class D Units (hereinafter “▇▇▇▇▇▇ Class D Units”), zero (0) are vested and 375,000 are unvested. For the purposes of this Agreement, ▇▇▇▇▇▇ Class C and ▇▇▇▇▇▇ Class D Units shall be collectively referred to herein as the “▇▇▇▇▇▇ Performance Units”.)
(v) that aside from the ▇▇▇▇▇▇ Class A and B Units as described in Paragraph 4(b)(i) and (ii) of this Agreement, ▇▇▇▇▇▇ holds no vested right, title or interest in any other Units (including, but not limited to, the ▇▇▇▇▇▇ Performance Units), stock or equity in Intermex LLC, Intermex Holdings, Interwire or any of their related, parent, affiliated or subsidiary entities.
(vi) that pursuant to Section 5.2(a) of the LLC Agreement, as of the Termination Date, ▇▇▇▇▇▇ automatically shall forfeit all unvested ▇▇▇▇▇▇ Performance Units, without any consideration being payable therefor.
(vii) that pursuant to Section 5.2(a)(ii) of the LLC Agreement, as of the Termination Date, Interwire has the right to repurchase the ▇▇▇▇▇▇ Class B Units for 20% of their Fair Market Value (as defined in the LLC Agreement).
(viii) that, notwithstanding the terms of the LLC Agreement, ▇▇▇▇▇▇ shall be entitled to retain the unvested ▇▇▇▇▇▇ Performance Units and ▇▇▇▇▇▇ Class B Units and participate in the currently-contemplated Approved Sale (as defined in the LLC Agreement) as described in that certain Agreement and Plan of Merger dated December 19, 2017 by and among FinTech Acquisition Corp. II, FinTech II Merger Sub, Inc., FinTech Merger Sub 2 LLC, Intermex Holdings II, Inc. and SPC Intermex Representative, LLC (the “Merger”), in which case, ▇▇▇▇▇▇ shall be entitled to fully vest in the ▇▇▇▇▇▇ Performance Units and exchange those vested ▇▇▇▇▇▇ Performance Units and ▇▇▇▇▇▇ Class B Units for cash and stock upon the same terms and conditions as available to the other holders of vested Class B, C and D Units.
(c) ▇▇▇▇▇▇ and the Company acknowledge and agree that as of the Termination Date, ▇▇▇▇▇▇ has not earned or accrued a target bonus for the second quarter, 2018 and that the Company has no obligation to provide him with a target bonus for the second quarter, 2018. Nevertheless, in return for ▇▇▇▇▇▇’▇ promises, obligations, acknowledgements, agreements, warranties and representations as set forth in this Agreement, Intermex LLC shall pay to ▇▇▇▇▇▇ as a pro-rated second quarter 2018 target bonus, the gross amount of $6,389.11 (hereinafter “Target Bonus”), less any and all applicable withholdings and deductions as required by law. The Target Bonus will be mailed within 14 days of ▇▇▇▇▇▇’▇ execution of the Release Agreement, provided that: (a) ▇▇▇▇▇▇ executes the Release Agreement following the Termination Date; (b) ▇▇▇▇▇▇ does not revoke either this Agreement or the Release Agreement within the seven calendar day revocation set forth in this Agreement and the Release Agreement, respectively and (c) ▇▇▇▇▇▇ otherwise complies with the terms of this Agreement and the Release Agreement.
(d) ▇▇▇▇▇▇ and the Company acknowledge and agree that ▇▇▇▇▇▇’▇ continued employment, the Base Salary set forth in Paragraph 2 (c), the benefits described in Paragraph 2(d), the Severance Pay set forth in Paragraph 3 and the other additional benefits as set forth in Paragraphs 4(a), 4(b), and 4(c) are not entitlements and shall serve as good and sufficient consideration for ▇▇▇▇▇▇’▇ obligations under both this Agreement and the Release Agreement. ▇▇▇▇▇▇ acknowledges and agrees that his entitlement to, and the Company’s obligation to provide, the Base Pay, the Severance Pay and the other additional benefits as set forth in Paragraphs 4(a), 4(b), and 4(c) of this Agreement are contingent upon: (i) ▇▇▇▇▇▇’▇ execution of the Release Agreement following the Termination Date; (ii) ▇▇▇▇▇▇ not revoking the Release Agreement within the seven calendar day revocation period set forth in the Release Agreement and (iii) ▇▇▇▇▇▇’▇ full compliance with the terms of this Agreement and the Release Agreement.
Appears in 1 contract
Sources: Employment Agreement (Fintech Acquisition Corp. II)