EXHIBIT 10.1
From: Xxxx XXxxxx [mailto:xxxx.xxxxxx0@xxxxx.xxx]
Sent: Tuesday, November 16, 2010 8:07 AM
To: Xxxx X Xxxxx
Subject: Re: X'Xxxxx Terms/Agreement
Xxxx,
It looks good. Let's put together a formal agreement.
Thanks,
Bill
On Mon, Nov 15, 2010 at 11:09 AM, Xxxx X Xxxxx wrote:
Bill,
Based on your conversations and meetings with Xxx, confirmed during our call
this morning, you have agreed:
- to join Bion as its CEO commencing approximately January 1, 2011;
- the term of service shall be 4 years;
- you will serve as Bion's CEO;
- you will also be a member of Bion's Board of Directors;
- your base compensation will be $300,000/year plus medical insurance
allowance/allocation;
- you are being granted options to purchase 750,000 shares of Bion's common
stock with an exercise price of $3.10/share (the market price of Bion's
common stock when we 'shook hands over the phone' this morning) of which:
a - all shall be granted effective immediately;
b - 300,000 shall be vested immediately (subject only to pro-rata reduction
if you elect to leave Bion or you are terminated for cause), &
c - 450,000 of which shall vest in equal quarterly tranches over years
2,3 & 4 of the term.
- no relocation shall be required; &
- when Bion establishes a 'management bonus pool' or similar arrangement, you
will be a participant.
If you agree that the above are the material terms of the agreement, please
confirm by email to me.
We will then incorporate these terms in a more formal agreement that will be
executed before the end of the year.
Mark
Xxxx X. Xxxxx
President & General Counsel
Bion Environmental Technologies, Inc.
303-517-5302(cel)/719-256-5329(hm off)/000-000-0000(fax)
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